MYERS INDUSTRIES INC - Quarter Report: 2022 June (Form 10-Q)
UNITED STATES
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 June 30, 2022
OR
☐ |
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
For the transition period from to
Commission File Number 001-08524
Myers Industries, Inc.
(Exact name of registrant as specified in its charter)
Ohio |
34-0778636 |
(State or other jurisdiction of |
(IRS Employer Identification |
incorporation or organization) |
Number) |
|
|
1293 South Main Street |
|
Akron, Ohio |
44301 |
(Address of principal executive offices) |
(Zip code) |
(330) 253-5592
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class |
|
Trading Symbol |
|
Name of Exchange on Which Registered |
Common Stock, without par value |
|
MYE |
|
New York Stock Exchange |
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 (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 ☑ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
☐ |
Accelerated filer |
☑ |
Non-Accelerated filer |
☐ |
Smaller reporting company |
☐ |
|
|
Emerging growth company |
☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑ .
The number of shares outstanding of the issuer’s common stock, without par value, as of July 29, 2022 was 36,468,481 shares.
TABLE OF CONTENTS
Part I — Financial Information
Item 1. Financial Statements
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Operations (Unaudited)
(Dollars in thousands, except per share data)
|
|
For the Quarter Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Net sales |
|
$ |
233,156 |
|
|
$ |
187,369 |
|
|
$ |
458,642 |
|
|
$ |
361,798 |
|
Cost of sales |
|
|
158,440 |
|
|
|
132,375 |
|
|
|
311,998 |
|
|
|
256,391 |
|
Gross profit |
|
|
74,716 |
|
|
|
54,994 |
|
|
|
146,644 |
|
|
|
105,407 |
|
Selling, general and administrative expenses |
|
|
52,320 |
|
|
|
40,121 |
|
|
|
100,310 |
|
|
|
79,669 |
|
Gain on disposal of fixed assets |
|
|
(221 |
) |
|
|
(996 |
) |
|
|
(688 |
) |
|
|
(996 |
) |
Operating income |
|
|
22,617 |
|
|
|
15,869 |
|
|
|
47,022 |
|
|
|
26,734 |
|
Interest expense, net |
|
|
1,211 |
|
|
|
999 |
|
|
|
2,358 |
|
|
|
1,994 |
|
Income before income taxes |
|
|
21,406 |
|
|
|
14,870 |
|
|
|
44,664 |
|
|
|
24,740 |
|
Income tax expense |
|
|
5,575 |
|
|
|
3,795 |
|
|
|
11,496 |
|
|
|
6,360 |
|
Net income |
|
$ |
15,831 |
|
|
$ |
11,075 |
|
|
$ |
33,168 |
|
|
$ |
18,380 |
|
Net income per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic |
|
$ |
0.43 |
|
|
$ |
0.31 |
|
|
$ |
0.91 |
|
|
$ |
0.51 |
|
Diluted |
|
$ |
0.43 |
|
|
$ |
0.30 |
|
|
$ |
0.91 |
|
|
$ |
0.51 |
|
See notes to unaudited condensed consolidated financial statements.
1
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
(Dollars in thousands)
|
|
For the Quarter Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Net income |
|
$ |
15,831 |
|
|
$ |
11,075 |
|
|
$ |
33,168 |
|
|
$ |
18,380 |
|
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency translation adjustment |
|
|
(1,179 |
) |
|
|
470 |
|
|
|
(609 |
) |
|
|
881 |
|
Total other comprehensive income |
|
|
(1,179 |
) |
|
|
470 |
|
|
|
(609 |
) |
|
|
881 |
|
Comprehensive income |
|
$ |
14,652 |
|
|
$ |
11,545 |
|
|
$ |
32,559 |
|
|
$ |
19,261 |
|
See notes to unaudited condensed consolidated financial statements.
2
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Financial Position (Unaudited)
(Dollars in thousands)
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2022 |
|
|
2021 |
|
||
Assets |
|
|
|
|
|
|
||
Current Assets |
|
|
|
|
|
|
||
Cash |
|
$ |
22,434 |
|
|
$ |
17,655 |
|
Accounts receivable, less allowances of $2,640 and $3,229, respectively |
|
|
132,002 |
|
|
|
100,691 |
|
Income tax receivable |
|
|
— |
|
|
|
2,517 |
|
Inventories, net |
|
|
108,902 |
|
|
|
93,551 |
|
Prepaid expenses and other current assets |
|
|
11,301 |
|
|
|
5,500 |
|
Total Current Assets |
|
|
274,639 |
|
|
|
219,914 |
|
Property, plant, and equipment, net |
|
|
94,945 |
|
|
|
92,049 |
|
Right of use asset - operating leases |
|
|
29,052 |
|
|
|
29,285 |
|
Goodwill |
|
|
96,093 |
|
|
|
88,778 |
|
Intangible assets, net |
|
|
55,081 |
|
|
|
50,181 |
|
Deferred income taxes |
|
|
106 |
|
|
|
106 |
|
Other |
|
|
4,096 |
|
|
|
4,236 |
|
Total Assets |
|
$ |
554,012 |
|
|
$ |
484,549 |
|
|
|
|
|
|
|
|
||
Liabilities and Shareholders’ Equity |
|
|
|
|
|
|
||
Current Liabilities |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
104,314 |
|
|
$ |
81,690 |
|
Accrued employee compensation |
|
|
22,200 |
|
|
|
21,616 |
|
Income taxes payable |
|
|
3,085 |
|
|
|
— |
|
Accrued taxes payable, other than income taxes |
|
|
2,482 |
|
|
|
2,759 |
|
Accrued interest |
|
|
929 |
|
|
|
966 |
|
Other current liabilities |
|
|
20,758 |
|
|
|
19,628 |
|
Operating lease liability - short-term |
|
|
5,774 |
|
|
|
5,341 |
|
Finance lease liability - short-term |
|
|
509 |
|
|
|
500 |
|
Total Current Liabilities |
|
|
160,051 |
|
|
|
132,500 |
|
Long-term debt |
|
|
103,956 |
|
|
|
90,945 |
|
Operating lease liability - long-term |
|
|
23,242 |
|
|
|
23,815 |
|
Finance lease liability - long-term |
|
|
9,179 |
|
|
|
9,437 |
|
Other liabilities |
|
|
13,863 |
|
|
|
13,086 |
|
Deferred income taxes |
|
|
6,463 |
|
|
|
5,441 |
|
Total Liabilities |
|
|
316,754 |
|
|
|
275,224 |
|
|
|
|
|
|
|
|
||
Shareholders’ Equity |
|
|
|
|
|
|
||
Serial Preferred Shares (authorized 1,000,000 shares; none issued and outstanding) |
|
|
— |
|
|
|
— |
|
Common Shares, without par value (authorized 60,000,000 shares; |
|
|
22,304 |
|
|
|
22,172 |
|
Additional paid-in capital |
|
|
311,939 |
|
|
|
306,720 |
|
Accumulated other comprehensive loss |
|
|
(16,010 |
) |
|
|
(15,401 |
) |
Retained deficit |
|
|
(80,975 |
) |
|
|
(104,166 |
) |
Total Shareholders’ Equity |
|
|
237,258 |
|
|
|
209,325 |
|
Total Liabilities and Shareholders’ Equity |
|
$ |
554,012 |
|
|
$ |
484,549 |
|
See notes to unaudited condensed consolidated financial statements.
3
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
(Dollars in thousands, except per share data)
|
|
Quarter Ended June 30, 2022 |
|
|||||||||||||||||
|
|
Common Shares |
|
|
Additional |
|
|
Accumulated |
|
|
Retained |
|
|
Total |
|
|||||
Balance at April 1, 2022 |
|
$ |
22,225 |
|
|
$ |
308,521 |
|
|
$ |
(14,831 |
) |
|
$ |
(91,777 |
) |
|
$ |
224,138 |
|
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
15,831 |
|
|
|
15,831 |
|
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
(1,179 |
) |
|
|
— |
|
|
|
(1,179 |
) |
Shares issued under incentive plans, |
|
|
79 |
|
|
|
1,285 |
|
|
|
— |
|
|
|
— |
|
|
|
1,364 |
|
Stock compensation expense |
|
|
— |
|
|
|
2,133 |
|
|
|
— |
|
|
|
— |
|
|
|
2,133 |
|
Declared dividends - $0.135 per share |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(5,029 |
) |
|
|
(5,029 |
) |
Balance at June 30, 2022 |
|
$ |
22,304 |
|
|
$ |
311,939 |
|
|
$ |
(16,010 |
) |
|
$ |
(80,975 |
) |
|
$ |
237,258 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
Quarter Ended June 30, 2021 |
|
|||||||||||||||||
|
|
Common Shares |
|
|
Additional |
|
|
Accumulated |
|
|
Retained |
|
|
Total |
|
|||||
Balance at April 1, 2021 |
|
$ |
22,054 |
|
|
$ |
303,127 |
|
|
$ |
(15,362 |
) |
|
$ |
(115,566 |
) |
|
$ |
194,253 |
|
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
11,075 |
|
|
|
11,075 |
|
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
470 |
|
|
|
— |
|
|
|
470 |
|
Shares issued under incentive plans, |
|
|
55 |
|
|
|
380 |
|
|
|
— |
|
|
|
— |
|
|
|
435 |
|
Stock compensation expense |
|
|
— |
|
|
|
676 |
|
|
|
— |
|
|
|
— |
|
|
|
676 |
|
Declared dividends - $0.135 per share |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4,928 |
) |
|
|
(4,928 |
) |
Balance at June 30, 2021 |
|
$ |
22,109 |
|
|
$ |
304,183 |
|
|
$ |
(14,892 |
) |
|
$ |
(109,419 |
) |
|
$ |
201,981 |
|
See notes to unaudited condensed consolidated financial statements.
4
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Shareholders’ Equity (Unaudited)
(Dollars in thousands, except per share data)
|
|
Six Months Ended June 30, 2022 |
|
|||||||||||||||||
|
|
Common Shares |
|
|
Additional |
|
|
Accumulated |
|
|
Retained |
|
|
Total |
|
|||||
Balance at January 1, 2022 |
|
$ |
22,172 |
|
|
$ |
306,720 |
|
|
$ |
(15,401 |
) |
|
$ |
(104,166 |
) |
|
$ |
209,325 |
|
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
33,168 |
|
|
|
33,168 |
|
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
(609 |
) |
|
|
— |
|
|
|
(609 |
) |
Shares issued under incentive plans, |
|
|
132 |
|
|
|
1,359 |
|
|
|
— |
|
|
|
— |
|
|
|
1,491 |
|
Stock compensation expense |
|
|
— |
|
|
|
3,860 |
|
|
|
— |
|
|
|
— |
|
|
|
3,860 |
|
Declared dividends - $0.27 per share |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,977 |
) |
|
|
(9,977 |
) |
Balance at June 30, 2022 |
|
$ |
22,304 |
|
|
$ |
311,939 |
|
|
$ |
(16,010 |
) |
|
$ |
(80,975 |
) |
|
$ |
237,258 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
|
Six Months Ended June 30, 2021 |
|
|||||||||||||||||
|
|
Common Shares |
|
|
Additional |
|
|
Accumulated |
|
|
Retained |
|
|
Total |
|
|||||
Balance at January 1, 2021 |
|
$ |
21,939 |
|
|
$ |
300,852 |
|
|
$ |
(15,773 |
) |
|
$ |
(117,918 |
) |
|
$ |
189,100 |
|
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
18,380 |
|
|
|
18,380 |
|
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
881 |
|
|
|
— |
|
|
|
881 |
|
Shares issued under incentive plans, |
|
|
170 |
|
|
|
1,502 |
|
|
|
— |
|
|
|
— |
|
|
|
1,672 |
|
Stock compensation expense |
|
|
— |
|
|
|
1,829 |
|
|
|
— |
|
|
|
— |
|
|
|
1,829 |
|
Declared dividends - $0.27 per share |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(9,881 |
) |
|
|
(9,881 |
) |
Balance at June 30, 2021 |
|
$ |
22,109 |
|
|
$ |
304,183 |
|
|
$ |
(14,892 |
) |
|
$ |
(109,419 |
) |
|
$ |
201,981 |
|
See notes to unaudited condensed consolidated financial statements.
5
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (Unaudited)
(Dollars in thousands)
|
|
For the Six Months Ended June 30, |
|
|||||
|
|
2022 |
|
|
2021 |
|
||
Cash Flows From Operating Activities |
|
|
|
|
|
|
||
Net income |
|
$ |
33,168 |
|
|
$ |
18,380 |
|
Adjustments to reconcile net income to net cash provided by (used for) operating activities |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
10,683 |
|
|
|
10,752 |
|
Non-cash stock-based compensation expense |
|
|
3,860 |
|
|
|
1,829 |
|
Gain on disposal of fixed assets |
|
|
(688 |
) |
|
|
(996 |
) |
Other |
|
|
698 |
|
|
|
(907 |
) |
Cash flows provided by (used for) working capital |
|
|
|
|
|
|
||
Accounts receivable |
|
|
(21,200 |
) |
|
|
(15,250 |
) |
Inventories |
|
|
(7,259 |
) |
|
|
(13,411 |
) |
Prepaid expenses and other current assets |
|
|
(5,702 |
) |
|
|
(4,814 |
) |
Accounts payable and accrued expenses |
|
|
20,739 |
|
|
|
25,718 |
|
Net cash provided by (used for) operating activities |
|
|
34,299 |
|
|
|
21,301 |
|
Cash Flows From Investing Activities |
|
|
|
|
|
|
||
Capital expenditures |
|
|
(10,943 |
) |
|
|
(8,220 |
) |
Acquisition of business, net of cash acquired |
|
|
(24,253 |
) |
|
|
(1,223 |
) |
Proceeds from sale of property, plant and equipment |
|
|
1,499 |
|
|
|
2,848 |
|
Net cash provided by (used for) investing activities |
|
|
(33,697 |
) |
|
|
(6,595 |
) |
Cash Flows From Financing Activities |
|
|
|
|
|
|
||
Net borrowings from revolving credit facility |
|
|
13,000 |
|
|
|
19,900 |
|
Repayments of long-term debt |
|
|
— |
|
|
|
(40,000 |
) |
Payments on finance lease |
|
|
(249 |
) |
|
|
(161 |
) |
Cash dividends paid |
|
|
(9,934 |
) |
|
|
(9,809 |
) |
Proceeds from issuance of common stock |
|
|
1,838 |
|
|
|
2,420 |
|
Shares withheld for employee taxes on equity awards |
|
|
(347 |
) |
|
|
(748 |
) |
Deferred financing fees |
|
|
— |
|
|
|
(1,095 |
) |
Net cash provided by (used for) financing activities |
|
|
4,308 |
|
|
|
(29,493 |
) |
Foreign exchange rate effect on cash |
|
|
(131 |
) |
|
|
29 |
|
Net increase (decrease) in cash |
|
|
4,779 |
|
|
|
(14,758 |
) |
Cash at January 1 |
|
|
17,655 |
|
|
|
28,301 |
|
Cash at June 30 |
|
$ |
22,434 |
|
|
$ |
13,543 |
|
See notes to unaudited condensed consolidated financial statements.
6
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements
(Dollars in thousands, except where otherwise indicated)
1. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements include the accounts of Myers Industries, Inc. and all wholly owned subsidiaries (collectively, the “Company”), and have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s annual report on Form 10-K for the year ended December 31, 2021.
In the opinion of the Company, the accompanying condensed consolidated financial statements contain all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position as of June 30, 2022, and the results of operations and cash flows for the periods presented. The results of operations for the quarter and six months ended June 30, 2022 are not necessarily indicative of the results of operations that will occur for the year ending December 31, 2022.
Accounting Standards Not Yet Adopted
In December 2021, the FASB issued ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. This ASU is intended to improve the accounting for acquired contracts with customers in business combinations by addressing diversity in practice by requiring the acquirer to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. For the Company, this ASU is effective January 1, 2023. Early adoption is permitted. The amendments within this ASU are required to be applied prospectively to business combinations occurring on or after the effective date. The effect of adopting this guidance will depend on the contract assets and liabilities associated with any future acquisitions.
Fair Value Measurement
The Company follows guidance included in ASC 820, Fair Value Measurements and Disclosures, for its financial assets and liabilities, as required. Under ASC 820, the hierarchy that prioritizes the inputs to valuation techniques used to measure fair value is divided into three levels:
Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities.
Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active or inputs that are observable either directly or indirectly.
Level 3: Unobservable inputs for which there is little or no market data or which reflect the entity’s own assumptions.
The Company has financial instruments, including cash, accounts receivable, accounts payable and accrued expenses. The fair value of these financial instruments approximates carrying value due to the nature and relative short maturity of these assets and liabilities.
The fair value of debt under the Company’s Loan Agreement, as defined in Note 11, approximates carrying value due to the floating rates and relative short maturity (less than 90 days) of any revolving borrowings under this agreement. The fair value of the Company’s fixed rate senior unsecured notes was estimated using market observable inputs for the Company’s comparable peers with public debt, including quoted prices in active markets and interest rate measurements which are considered Level 2 inputs. At June 30, 2022 and December 31, 2021, the aggregate fair value of the Company's outstanding fixed rate senior unsecured notes was estimated to be $38.3 million and $41.0 million, respectively.
The purchase price allocations associated with the May 31, 2022 acquisition of Mohawk Rubber Sales of New England Inc. ("Mohawk") and the July 30, 2021 acquisition of Trilogy Plastics, Inc. (“Trilogy”), as described in Note 3, required fair value measurements using unobservable inputs which are considered Level 3 inputs. The fair value of the acquired intangible assets was determined using an income approach.
7
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
Accumulated Other Comprehensive Income (Loss)
Changes in accumulated other comprehensive income (loss) are as follows:
|
|
Foreign |
|
|
Defined Benefit |
|
|
Total |
|
|||
Balance at April 1, 2022 |
|
$ |
(13,365 |
) |
|
$ |
(1,466 |
) |
|
$ |
(14,831 |
) |
Other comprehensive income (loss) before reclassifications |
|
|
(1,179 |
) |
|
|
|
|
|
(1,179 |
) |
|
Net current-period other comprehensive income (loss) |
|
|
(1,179 |
) |
|
|
|
|
|
(1,179 |
) |
|
Balance at June 30, 2022 |
|
$ |
(14,544 |
) |
|
$ |
(1,466 |
) |
|
$ |
(16,010 |
) |
|
|
Foreign |
|
|
Defined Benefit |
|
|
Total |
|
|||
Balance at April 1, 2021 |
|
$ |
(13,563 |
) |
|
$ |
(1,799 |
) |
|
$ |
(15,362 |
) |
Other comprehensive income (loss) before reclassifications |
|
|
470 |
|
|
|
|
|
|
470 |
|
|
Net current-period other comprehensive income (loss) |
|
|
470 |
|
|
|
|
|
|
470 |
|
|
Balance at June 30, 2021 |
|
$ |
(13,093 |
) |
|
$ |
(1,799 |
) |
|
$ |
(14,892 |
) |
|
|
Foreign |
|
|
Defined Benefit |
|
|
Total |
|
|||
Balance at January 1, 2022 |
|
$ |
(13,935 |
) |
|
$ |
(1,466 |
) |
|
$ |
(15,401 |
) |
Other comprehensive income (loss) before reclassifications |
|
|
(609 |
) |
|
|
— |
|
|
|
(609 |
) |
Net current-period other comprehensive income (loss) |
|
|
(609 |
) |
|
|
— |
|
|
|
(609 |
) |
Balance at June 30, 2022 |
|
$ |
(14,544 |
) |
|
$ |
(1,466 |
) |
|
$ |
(16,010 |
) |
|
|
Foreign |
|
|
Defined Benefit |
|
|
Total |
|
|||
Balance at January 1, 2021 |
|
$ |
(13,974 |
) |
|
$ |
(1,799 |
) |
|
$ |
(15,773 |
) |
Other comprehensive income (loss) before reclassifications |
|
|
881 |
|
|
|
— |
|
|
|
881 |
|
Net current-period other comprehensive income (loss) |
|
|
881 |
|
|
|
— |
|
|
|
881 |
|
Balance at June 30, 2021 |
|
$ |
(13,093 |
) |
|
$ |
(1,799 |
) |
|
$ |
(14,892 |
) |
Allowance for Credit Losses
Management has established certain requirements that customers must meet before credit is extended. The financial condition of customers is continually monitored and collateral is usually not required. The Company evaluates the collectability of accounts receivable based on a combination of factors. The Company reviews historical trends for credit loss as well as current economic conditions in determining an estimate for its allowance for credit losses. Additionally, in circumstances where the Company is aware of a specific customer’s inability to meet its financial obligations, a specific allowance for credit losses is recorded against amounts due to reduce the net recognized receivable to the amount the Company reasonably expects will be collected.
The changes in the allowance for credit losses for the six months ended June 30, 2022 and 2021 were as follows:
|
|
2022 |
|
|
2021 |
|
||
Balance at January 1 |
|
$ |
2,173 |
|
|
$ |
2,335 |
|
Provision for expected credit loss, net of recoveries |
|
|
(110 |
) |
|
|
504 |
|
Write-offs and other |
|
|
(302 |
) |
|
|
(336 |
) |
Balance at June 30 |
|
$ |
1,761 |
|
|
$ |
2,503 |
|
8
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
2. Revenue Recognition
The Company’s revenue by major market is as follows:
|
|
For the Quarter Ended June 30, 2022 |
|
|||||||||||||
|
|
Material |
|
|
Distribution |
|
|
Inter-company |
|
|
Consolidated |
|
||||
Consumer |
|
$ |
34,589 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
34,589 |
|
Vehicle |
|
|
48,101 |
|
|
|
— |
|
|
|
— |
|
|
|
48,101 |
|
Food and beverage |
|
|
23,154 |
|
|
|
— |
|
|
|
— |
|
|
|
23,154 |
|
Industrial |
|
|
67,246 |
|
|
|
— |
|
|
|
(9 |
) |
|
|
67,237 |
|
Auto aftermarket |
|
|
— |
|
|
|
60,075 |
|
|
|
— |
|
|
|
60,075 |
|
Total net sales |
|
$ |
173,090 |
|
|
$ |
60,075 |
|
|
$ |
(9 |
) |
|
$ |
233,156 |
|
|
|
For the Quarter Ended June 30, 2021 |
|
|||||||||||||
|
|
Material |
|
|
Distribution |
|
|
Inter-company |
|
|
Consolidated |
|
||||
Consumer |
|
$ |
37,312 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
37,312 |
|
Vehicle |
|
|
41,437 |
|
|
|
— |
|
|
|
— |
|
|
|
41,437 |
|
Food and beverage |
|
|
16,399 |
|
|
|
— |
|
|
|
— |
|
|
|
16,399 |
|
Industrial |
|
|
42,079 |
|
|
|
— |
|
|
|
(14 |
) |
|
|
42,065 |
|
Auto aftermarket |
|
|
— |
|
|
|
50,156 |
|
|
|
— |
|
|
|
50,156 |
|
Total net sales |
|
$ |
137,227 |
|
|
$ |
50,156 |
|
|
$ |
(14 |
) |
|
$ |
187,369 |
|
|
|
For the Six Months Ended June 30, 2022 |
|
|||||||||||||
|
|
Material |
|
|
Distribution |
|
|
Inter-company |
|
|
Consolidated |
|
||||
Consumer |
|
$ |
66,513 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
66,513 |
|
Vehicle |
|
|
95,878 |
|
|
|
— |
|
|
|
— |
|
|
|
95,878 |
|
Food and beverage |
|
|
57,834 |
|
|
|
— |
|
|
|
— |
|
|
|
57,834 |
|
Industrial |
|
|
129,501 |
|
|
|
— |
|
|
|
(20 |
) |
|
|
129,481 |
|
Auto aftermarket |
|
|
— |
|
|
|
108,936 |
|
|
|
— |
|
|
|
108,936 |
|
Total net sales |
|
$ |
349,726 |
|
|
$ |
108,936 |
|
|
$ |
(20 |
) |
|
$ |
458,642 |
|
|
|
For the Six Months Ended June 30, 2021 |
|
|||||||||||||
|
|
Material |
|
|
Distribution |
|
|
Inter-company |
|
|
Consolidated |
|
||||
Consumer |
|
$ |
62,707 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
62,707 |
|
Vehicle |
|
|
83,629 |
|
|
|
— |
|
|
|
— |
|
|
|
83,629 |
|
Food and beverage |
|
|
37,816 |
|
|
|
— |
|
|
|
— |
|
|
|
37,816 |
|
Industrial |
|
|
82,968 |
|
|
|
— |
|
|
|
(28 |
) |
|
|
82,940 |
|
Auto aftermarket |
|
|
— |
|
|
|
94,706 |
|
|
|
— |
|
|
|
94,706 |
|
Total net sales |
|
$ |
267,120 |
|
|
$ |
94,706 |
|
|
$ |
(28 |
) |
|
$ |
361,798 |
|
Revenue is recognized when obligations under the terms of a contract with customers are satisfied. In both the Distribution and Material Handling segments, this generally occurs with the transfer of control of the products. This transfer of control may occur at either the time of shipment from a Company facility, or at the time of delivery to a designated customer location. Obligations under contracts with customers are typically fulfilled within 90 days of receiving a purchase order from a customer, and generally no other future obligations are required to be performed. The Company generally does not enter into any long-term contracts with customers greater than one year. Based on the nature of the Company’s products and customer contracts, no deferred revenue has been recorded, with the exception of cash advances or deposits received from customers prior to transfer of control of the product. These advances are typically fulfilled within the 90-day time frame mentioned above.
9
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring the products. Certain contracts with customers include variable consideration, such as rebates or discounts. The Company recognizes estimates of this variable consideration each period, primarily based on the most likely level of consideration to be paid to the customer under the specific terms of the underlying programs. While the Company’s contracts with customers do not generally include explicit rights to return product, the Company will in practice allow returns in the normal course of business and as part of the customer relationship. Expected returns allowances are recognized each period based on an analysis of historical experience, and when physical recovery of the product from returns occurs, an estimated right to return asset is also recorded based on the approximate cost of the product.
Amounts included in the Condensed Consolidated Statements of Financial Position (Unaudited) related to revenue recognition include:
|
|
June 30, |
|
|
December 31, |
|
|
Statement of Financial |
||
|
|
2022 |
|
|
2021 |
|
|
Classification |
||
Returns, discounts and other allowances |
|
$ |
(879 |
) |
|
$ |
(1,056 |
) |
|
Accounts receivable |
Right of return asset |
|
$ |
346 |
|
|
$ |
361 |
|
|
Inventories, net |
Customer deposits |
|
$ |
(1,295 |
) |
|
$ |
(1,816 |
) |
|
Other current liabilities |
Accrued rebates |
|
$ |
(3,609 |
) |
|
$ |
(3,378 |
) |
|
Other current liabilities |
Sales, value added, and other taxes collected with revenue from customers are excluded from net sales. The cost for shipments to customers is recognized when control over products has transferred to the customer and is classified as Selling, General and Administrative expenses for the Company’s manufacturing business and as Cost of sales for the Company’s distribution business. Costs for shipments to customers in Selling, General and Administrative expenses were approximately $3.9 million and $2.3 million for the quarters ended June 30, 2022 and 2021, respectively, and $7.1 million and $4.8 million for the six months ended June 30, 2022 and 2021, respectively, and in Cost of sales were approximately $2.4 million and $1.9 million for the quarters ended June 30, 2022 and 2021 and $4.0 million and $3.5 million for the six months ended June 30, 2022 and 2021, respectively.
Based on the short-term nature of contracts described above, contract acquisition costs are not significant. These costs, as well as other incidental items that are immaterial in the context of the contract, are recognized as expense as incurred.
3. Acquisitions
Mohawk
On May 31, 2022, the Company acquired the assets of Mohawk Rubber Sales of New England, Inc. ("Mohawk"), a leading auto aftermarket distributor, which is included in the Distribution Segment. The Mohawk acquisition aligns with the Company's long-term objective to optimize and grow its Distribution business. Cash consideration was $24.3 million, net of $1.1 million of cash acquired. The Company estimated additional consideration payable of approximately $3.4 million, subject to finalization of working capital and other adjustments. The Company funded the acquisition with proceeds from the Loan Agreement described in Note 11.
10
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
The acquisition of Mohawk was accounted for using the acquisition method, whereby all of the assets acquired and liabilities assumed were recognized at their fair value on the acquisition date, with any excess of the purchase price over the estimated fair value recorded as goodwill. The following table summarizes the allocation of the purchase price based on the estimated fair value of assets acquired and liabilities assumed based on their preliminary estimated fair values at the acquisition date, which are subject to adjustment. The purchase accounting will be finalized within one year from the acquisition date.
Assets acquired: |
|
|
|
Accounts receivable |
$ |
10,137 |
|
Inventories |
|
8,209 |
|
Prepaid expenses |
|
104 |
|
Other assets - long term |
|
30 |
|
Property, plant and equipment |
|
1,432 |
|
Right of use asset - operating leases |
|
1,367 |
|
Intangible assets |
|
7,720 |
|
Goodwill |
|
7,485 |
|
Assets acquired |
$ |
36,484 |
|
|
|
|
|
Liabilities assumed: |
|
|
|
Accounts payable |
$ |
5,996 |
|
Accrued expenses |
|
1,414 |
|
Operating lease liability - short term |
|
399 |
|
Operating lease liability - long term |
|
968 |
|
Total liabilities assumed |
|
8,777 |
|
|
|
|
|
Net acquisition cost |
$ |
27,707 |
|
The goodwill represents the future economic benefits arising from other assets acquired that could not be individually and separately recognized, and the Company expects that the goodwill recognized for the acquisition will be deductible for tax purposes.
The intangible assets included above consist of the following:
|
|
Fair Value |
|
|
Weighted Average |
|
Customer relationships |
|
$ |
5,400 |
|
|
12.0 years |
Trade name |
|
|
2,000 |
|
|
5.0 years |
Non-competition agreements |
|
|
320 |
|
|
5.0 years |
Total amortizable intangible assets |
|
$ |
7,720 |
|
|
|
Trilogy Plastics
On July 30, 2021, the Company acquired the assets of Trilogy, a custom rotational molder specializing in high quality parts and assemblies, which is included in the Materials Handling Segment. The Trilogy acquisition aligns with the Company’s long-term strategic plan to transform the Company into a high-growth, customer-centric innovator of value-added engineered plastic solutions. The purchase price for the acquisition was $34.5 million, including a working capital adjustment of $0.3 million that was paid in November 2021. The Company funded the acquisition with proceeds from the Loan Agreement described in Note 11.
The acquisition of Trilogy was accounted for using the acquisition method, whereby all of the assets acquired and liabilities assumed were recognized at their fair value on the acquisition date, with any excess of the purchase price over the estimated fair value recorded as goodwill. The following table summarizes the allocation of the purchase price based on the estimated fair value of assets acquired and liabilities assumed based on their preliminary estimated fair values at the acquisition date, which are subject to adjustment. There were no measurement period adjustments recorded in the six months ended June 30, 2022. The purchase accounting will be finalized within one year from the acquisition date.
11
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
Assets acquired: |
|
|
|
Accounts receivable |
$ |
3,929 |
|
Inventories |
|
2,752 |
|
Prepaid expenses |
|
63 |
|
Other assets - long term |
|
93 |
|
Property, plant and equipment |
|
4,903 |
|
Right of use asset - operating leases |
|
8,685 |
|
Intangible assets |
|
14,333 |
|
Goodwill |
|
10,003 |
|
Assets acquired |
$ |
44,761 |
|
|
|
|
|
Liabilities assumed: |
|
|
|
Accounts payable |
$ |
765 |
|
Accrued expenses |
|
777 |
|
Operating lease liability - short term |
|
576 |
|
Operating lease liability - long term |
|
8,108 |
|
Total liabilities assumed |
|
10,226 |
|
|
|
|
|
Net acquisition cost |
$ |
34,535 |
|
The goodwill represents the future economic benefits arising from other assets acquired that could not be individually and separately recognized, and the Company expects that the goodwill recognized for the acquisition will be deductible for tax purposes.
The intangible assets included above consist of the following:
|
|
Fair Value |
|
|
Weighted Average |
|
Customer relationships |
|
$ |
12,463 |
|
|
18.0 years |
Trade name |
|
|
1,870 |
|
|
10.0 years |
Total amortizable intangible assets |
|
$ |
14,333 |
|
|
|
Elkhart Plastics
On November 10, 2020, the Company acquired the assets of Elkhart Plastics, Inc. ("Elkhart Plastics"), a manufacturer of engineered products for the RV, marine, agricultural, construction, truck and other industries, which is included in the Company’s Material Handling Segment. The Elkhart Plastics acquisition aligns with the Company’s long-term strategic plan to transform the Company into a high-growth, customer-centric innovator of value-added engineered plastic solutions. The purchase price for the acquisition was $63.8 million, including a working capital adjustment of $1.2 million, which was settled in 2021. The Company funded the acquisition using available cash.
4. Restructuring
In March 2019, the Company committed to implementing a restructuring plan involving its Ameri-Kart Corp. subsidiary (“Ameri-Kart”), a rotational molding business within the Material Handling Segment. The Company is consolidating certain manufacturing operations into a new facility in Bristol, Indiana (the “Ameri-Kart Plan”). In December 2019, as amended in March 2021, Ameri-Kart entered into a lease agreement for a newly constructed manufacturing and distribution facility in Bristol, Indiana. The building became substantially complete in March 2021 as defined in the lease agreement, and the 15-year finance lease of the new Bristol facility commenced. In connection with the lease agreement, Ameri-Kart agreed to sell its original Bristol facility and lease it back for a period of 5 years. During the second quarter of 2021, the sale of the original facility for net proceeds of $2.8 million was completed, which resulted in a gain of $1.0 million, and the lease back commenced. The Company has taken possession of the new Bristol facility and a portion of it is in service; however, construction remains in process as of June 30, 2022 to complete it for its full intended use, including moving equipment into the new Bristol facility from other locations, such as from the former manufacturing facility in Cassopolis, Michigan that was closed at December 31, 2021.
12
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
The Ameri-Kart Plan is expected to be substantially completed in 2022 and total restructuring costs expected to be incurred are approximately $1.8 million, primarily related to equipment relocation and facility shut down costs, which due to their nature will be expensed when incurred. The Company incurred $0.4 million of restructuring charges classified as Cost of sales for the six months ended June 30, 2022 and $0.3 million related to loss on disposal of fixed assets during the six months ended June 30, 2022. The accrual for unpaid restructuring expenses at December 31, 2021 was $0.5 million and no balance was accrued at June 30, 2022. No restructuring charges were incurred during the quarter ended June 30, 2022 and the quarter and six months ended June 30, 2021.
5. Inventories
Inventories are valued at the lower of cost or market for last-in, first-out (“LIFO”) inventory and lower of cost or net realizable value for first-in, first-out (“FIFO”) inventory. Approximately 40 percent of inventories are valued using the LIFO method of determining cost. All other inventories are valued using the FIFO method of determining cost. An actual valuation of inventory under the LIFO method can be made only at the end of each year based on inventory levels and costs at that time. Accordingly, interim LIFO calculations must be based on management’s estimates of expected year-end inventory levels and costs. Because these calculations are subject to many factors beyond management’s control, annual results may differ from interim results as they are subject to the final year-end LIFO inventory valuation. No adjustment to the LIFO reserve was recorded for the quarters ended June 30, 2022 or 2021.
Inventories consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2022 |
|
|
2021 |
|
||
Finished and in-process products |
|
$ |
69,584 |
|
|
$ |
56,684 |
|
Raw materials and supplies |
|
|
39,318 |
|
|
|
36,867 |
|
|
|
$ |
108,902 |
|
|
$ |
93,551 |
|
6. Other Liabilities
The balance in Other Current Liabilities is comprised of the following:
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2022 |
|
|
2021 |
|
||
Customer deposits and accrued rebates |
|
$ |
4,904 |
|
|
$ |
5,194 |
|
Dividends payable |
|
|
5,485 |
|
|
|
5,441 |
|
Accrued litigation, claims and professional fees |
|
|
1,060 |
|
|
|
777 |
|
Current portion of environmental reserves |
|
|
1,429 |
|
|
|
1,429 |
|
Other accrued expenses |
|
|
7,880 |
|
|
|
6,787 |
|
|
|
$ |
20,758 |
|
|
$ |
19,628 |
|
The balance in Other Liabilities (long-term) is comprised of the following:
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2022 |
|
|
2021 |
|
||
Environmental reserves |
|
$ |
9,238 |
|
|
$ |
8,298 |
|
Supplemental executive retirement plan liability |
|
|
1,031 |
|
|
|
1,176 |
|
Pension liability |
|
|
258 |
|
|
|
421 |
|
Other long-term liabilities |
|
|
3,336 |
|
|
|
3,191 |
|
|
|
$ |
13,863 |
|
|
$ |
13,086 |
|
13
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
7. Goodwill and Intangible Assets
The change in goodwill for the six months ended June 30, 2022 was as follows:
|
|
Distribution |
|
|
Material |
|
|
Total |
|
|||
January 1, 2022 |
|
$ |
7,648 |
|
|
$ |
81,130 |
|
|
$ |
88,778 |
|
Acquisition |
|
|
7,485 |
|
|
|
— |
|
|
|
7,485 |
|
Foreign currency translation |
|
|
— |
|
|
|
(170 |
) |
|
|
(170 |
) |
June 30, 2022 |
|
$ |
15,133 |
|
|
$ |
80,960 |
|
|
$ |
96,093 |
|
Intangible assets other than goodwill primarily consist of trade names, customer relationships, patents, non-competition agreements and technology assets established in connection with acquisitions. These intangible assets, other than certain trade names, are amortized over their estimated useful lives. Indefinite-lived trade names had a carrying value of $9.8 million at both June 30, 2022 and December 31, 2021. Refer to Note 3 for the intangible assets acquired through the Mohawk acquisition in May 2022 and the Trilogy acquisition in July 2021.
8. Net Income per Common Share
Net income per common share, as shown on the accompanying Condensed Consolidated Statements of Operations (Unaudited), is determined on the basis of the weighted average number of common shares outstanding during the periods as follows:
|
|
For the Quarter Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
|
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Weighted average common shares outstanding basic |
|
|
36,397,547 |
|
|
|
36,122,792 |
|
|
|
36,338,907 |
|
|
|
36,058,061 |
|
Dilutive effect of stock options and restricted stock |
|
|
225,948 |
|
|
|
213,656 |
|
|
|
238,285 |
|
|
|
237,942 |
|
Weighted average common shares outstanding diluted |
|
|
36,623,495 |
|
|
|
36,336,448 |
|
|
|
36,577,192 |
|
|
|
36,296,003 |
|
Options to purchase 114,540 shares of common stock that were outstanding for the six months ended June 30, 2022 were not included in the computation of diluted earnings per share as the exercise prices of these options were greater than the average market price of common shares, and were therefore anti-dilutive. There were no options to purchase shares of common stock excluded from the computation of diluted earnings for the quarter ended June 30, 2022 and for the quarter and six months ended June 30, 2021.
9. Stock Compensation
The Company’s 2021 Long-Term Incentive Plan (the “2021 Plan”) was adopted by the Board of Directors on March 4, 2021, amended by the Board of Directors on April 20, 2021, and approved by shareholders in the annual shareholder meeting on April 29, 2021. The 2021 Plan authorizes the Compensation and Management Development Committee of the Board of Directors (“Compensation Committee”) to issue up to 2,000,000 additional various stock awards including stock options, performance stock units, restricted stock units and other forms of equity-based awards to key employees and directors.
Stock compensation expense was approximately $2.1 million and $0.7 million for the quarters ended June 30, 2022 and 2021, respectively and $3.9 million and $1.8 million for the six months ended June 30, 2022 and 2021, respectively. These expenses are included in Selling, General and Administrative expenses. Total unrecognized compensation cost related to non-vested stock-based compensation arrangements at June 30, 2022 was approximately $11.6 million, which will be recognized over the next three years, as such compensation is earned. Outstanding options expire, if unexercised, ten years from the date of grant.
10. Contingencies
The Company is a defendant in various lawsuits and a party to various other legal proceedings arising in the ordinary course of business, some of which are covered in whole or in part by insurance. When a loss arising from these matters is probable and can reasonably be estimated, the most likely amount of the estimated probable loss is recorded, or if a range of probable loss can be estimated and no amount within the range is a better estimate than any other amount, the minimum amount in the range is recorded. As additional information becomes available, any potential liability related to these matters is assessed and the estimates are revised, if necessary.
14
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
Based on current available information, management believes that the ultimate outcome of these matters, including those described below, will not have a material adverse effect on our financial position, cash flows or overall trends in our results of operations. However, these matters are subject to inherent uncertainties, and unfavorable rulings could occur. If an unfavorable ruling were to occur, there exists the possibility of a material adverse impact on the financial position and results of operations of the period in which the ruling occurs, or in future periods.
New Idria Mercury Mine
In September 2015, the U.S. Environmental Protection Agency (“EPA”) informed a subsidiary of the Company, Buckhorn, Inc. (“Buckhorn”) via a notice letter and related documents (the “Notice Letter”) that it considers Buckhorn to be a potentially responsible party (“PRP”) in connection with the New Idria Mercury Mine site (“New Idria Mine”). New Idria Mining & Chemical Company (“NIMCC”), which owned and/or operated the New Idria Mine through 1976, was merged into Buckhorn Metal Products Inc. in 1981, which was subsequently acquired by Myers Industries, Inc. in 1987. As a result of the EPA Notice Letter, Buckhorn and the Company engaged in negotiations with the EPA with respect to a draft Administrative Order of Consent (“AOC”) proposed by the EPA for the Remedial Investigation/Feasibility Study (“RI/FS”) to determine the extent of remediation necessary and the screening of alternatives.
During the fourth quarter of 2018, Buckhorn and the EPA finalized the AOC and related Statement of Work (“SOW”) with regards to the New Idria Mine. The AOC is effective as of November 27, 2018, the date that it was executed by the EPA. The AOC and accompanying SOW document the terms, conditions and procedures for Buckhorn’s performance of the RI/FS. In addition, the AOC required $2 million of financial assurance to be provided to the EPA to secure Buckhorn's performance during the estimated life of the RI/FS. In January 2019, a letter of credit was provided to satisfy this assurance requirement. The AOC also includes provisions for payment of the EPA’s costs of oversight of the RI/FS. A draft work plan for the RI/FS, in accordance with the AOC and related SOW, was submitted to the EPA for review and approval in July 2019. Upon preparation of the draft work plan for the RI/FS, Buckhorn received preliminary estimates from its environmental consultants for the cost of the execution of the work plan. These preliminary estimates will continue to be refined through the finalization and approval of the draft work plan, which is anticipated to occur in 2022. Buckhorn believes it has insurance coverage that applies to the New Idria Mine and thus may be able to recover a portion of the estimated costs; however, as of June 30, 2022, Buckhorn has not recognized potential recovery in its condensed consolidated financial statements.
As part of the Notice Letter in 2015, the EPA also made a claim for approximately $1.6 million in past costs for actions it claims it has taken in connection with the New Idria Mine from 1993 through February 2014. In December 2020, the EPA updated its claim to include past costs incurred from March 2014 through June 2020, which has been further revised in March 2022 to a total claim of $2.0 million. Buckhorn is continuing to evaluate and negotiate this claim with the EPA.
Since October 2011, when New Idria was added to the Superfund National Priorities List by the EPA, Buckhorn has recognized $12.4 million of costs, of which approximately $3.2 million has been paid through June 30, 2022, net of insurance recoveries. These costs are comprised primarily of estimates to perform the RI/FS, negotiation of the AOC, identification of possible other PRPs, EPA oversight fees, past cost claims made by the EPA, periodic monitoring, and responses to unilateral administrative orders issued by the EPA. Expenses of $0.6 million and $1.3 million were recorded related to the New Idria Mine for the quarter and six months ended June 30, 2022, primarily related to updated estimates of the cost to perform the RI/FS. No expenses were recorded for the quarter and six months ended June 30, 2021. As of June 30, 2022, Buckhorn has a total reserve of $9.2 million related to the New Idria Mine, of which $1.1 million is classified in Other Current Liabilities and $8.1 million in Other Liabilities (long-term).
It is possible that adjustments to the aforementioned reserves will be necessary as new information is obtained, including after finalization and EPA approval of the work plan for the RI/FS. Estimates of Buckhorn’s liability are based on current facts, laws, regulations and technology. Estimates of Buckhorn’s environmental liabilities are further subject to uncertainties regarding the nature and extent of site contamination, the range of remediation alternatives available, evolving remediation standards, imprecise engineering evaluation and cost estimates, the extent of remedial actions that may be required, the extent of oversight by the EPA and the number and financial condition of other PRPs that may be named, as well as the extent of their responsibility for the remediation.
At this time, Buckhorn has not accrued for remediation costs in connection with this site because it is unable to estimate the liability, given the circumstances referred to above, including the fact that the final remediation strategy has not yet been determined.
15
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
New Almaden Mine
A number of parties, including the Company and its subsidiary, Buckhorn (as successor to NIMCC), were alleged by trustee agencies of the United States and the State of California to be responsible for natural resource damages due to environmental contamination of areas comprising the historical New Almaden mercury mines located in the Guadalupe River Watershed region in Santa Clara County, California (“County”). In 2005, Buckhorn and the Company, without admitting liability or chain of ownership of NIMCC, resolved the trustees’ claim against them through a consent decree that required them to contribute financially to the implementation by the County of an environmentally beneficial project within the impacted area. Buckhorn and the Company negotiated an agreement with the County, whereby Buckhorn and the Company agreed to reimburse one-half of the County’s costs of implementing the project. The latest estimates received in 2016 from the County provided for an expanded scope and revised the estimate of total costs for implementing the project to between $3.3 million and $4.4 million. No costs were incurred related to New Almaden in the quarters ended June 30, 2022 or 2021. As of June 30, 2022, the Company has a total reserve of $1.5 million related to the New Almaden Mine, of which $0.3 million is classified in Other Current Liabilities and $1.2 million in Other Liabilities (long-term).
The project has not yet been implemented though significant work on design and planning has been performed. The Company is currently awaiting notice from Santa Clara County on the expected timing of fieldwork to commence. As work on the project occurs, it is possible that adjustments to the aforementioned reserves will be necessary to reflect new information. In addition, the Company may have claims against and defenses to claims by the County under the 2005 agreement that could reduce or offset its obligation for reimbursement of some of these potential additional costs. With the assistance of environmental consultants, the Company will closely monitor this matter and will continue to assess its reserves as additional information becomes available.
Patent Infringement
On December 11, 2018, No Spill Inc. filed suit against Scepter Manufacturing LLC in the United States District Court for the District of Kansas asserting infringement of two patents, breach of contract, and trade dress claims in relation to plastic gasoline containers Scepter manufactures and sells in the United States. Scepter Canada, Inc. was later added in a second amended complaint. A claim construction hearing was held on May 13, 2021 and the District Court held on June 23, 2021, that the claims of the patents were definite. On December 28, 2019, Scepter Canada, Inc. had filed petitions with the District Court for inter partes review (“IPR”) of the two patents asserted by No Spill, Inc. The U.S. Patent & Trademark Office (“USPTO”) instituted one IPR and denied the other. With respect to the instituted IPR, the USPTO’s Patent Trial and Appeal Board issued a final decision on July 2, 2021, finding the claims of the patent valid, which does not affect Scepter's primary defenses in the matter.
On June 28, 2021, the Scepter companies filed with the District Court a motion for leave to add new parties and assert counterclaims alleging antitrust related violations of certain provisions of the Sherman Act and Clayton Act. The Court granted the motion and the Scepter companies filed a Second Amended Complaint on October 1, 2021. On November 15, 2021, No Spill and the new counterclaim defendants filed a Motion to Dismiss the counterclaims, which was granted by the District Court on April 6, 2022. On January 6, 2022, the District Court bifurcated the patent infringement and invalidity issues from the antitrust and other issues in the case. Initial discovery has concluded. The trial on patent infringement and invalidity is scheduled for March 2023.
The Scepter companies intend to continue defending themselves vigorously in this matter. Based on available information, an unfavorable outcome is not considered to be probable, and any possible losses from an adverse outcome are not reasonably estimable.
11. Long-Term Debt and Loan Agreements
Long-term debt consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
|
|
2022 |
|
|
2021 |
|
||
Loan Agreement |
|
$ |
66,000 |
|
|
$ |
53,000 |
|
5.25% Senior Unsecured Notes due January 15, 2024 |
|
|
11,000 |
|
|
|
11,000 |
|
5.30% Senior Unsecured Notes due January 15, 2024 |
|
|
15,000 |
|
|
|
15,000 |
|
5.45% Senior Unsecured Notes due January 15, 2026 |
|
|
12,000 |
|
|
|
12,000 |
|
|
|
|
104,000 |
|
|
|
91,000 |
|
Less unamortized deferred financing costs |
|
|
44 |
|
|
|
55 |
|
|
|
|
103,956 |
|
|
|
90,945 |
|
Less current portion long-term debt |
|
|
— |
|
|
|
— |
|
Long-term debt |
|
$ |
103,956 |
|
|
$ |
90,945 |
|
16
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
In March 2021, the Company entered into a Sixth Amended and Restated Loan Agreement (the “Sixth Amendment”), which amended the Fifth Amended and Restated Loan Agreement (collectively, the “Loan Agreement”) dated March 2017. The Sixth Amendment increased the senior revolving credit facility’s borrowing limit to $250 million from $200 million, extended the maturity date to March 2024 from March 2022, and increased flexibility of the financial and other covenants and provisions. Amounts borrowed under the credit facility are secured by pledges of stock of certain of the Company’s foreign subsidiaries and guaranties of certain of its domestic subsidiaries. In connection with the Sixth Amendment, the Company incurred $1.1 million of deferred financing fees, which are included in Other Assets (long-term).
As of June 30, 2022, the Company had $178.3 million available under the Loan Agreement. The Company had $5.7 million of letters of credit issued related to insurance and other contracts requiring financial assurance in the ordinary course of business. Borrowings under the Loan Agreement bear interest at the LIBOR rate, prime rate, federal funds effective rate, the Canadian deposit offered rate, or the euro currency reference rate depending on the type of loan requested by the Company, plus the applicable margin as set forth in the Loan Agreement.
The Company also holds Senior Unsecured Notes (“Notes”), which range in face value from $11.0 million to $15.0 million, with interest rates ranging from 5.25% to 5.45%, payable semiannually, and maturing between and . At June 30, 2022, $38.0 million of the Notes were outstanding. In January 2021, the Company repaid a $40.0 million note upon maturity with a combination of cash and proceeds under the Loan Agreement.
The weighted average interest rate on borrowings under the Company’s long-term debt was 3.97% and 5.13% for the quarters ended June 30, 2022 and 2021, respectively, and 4.05% and 5.23% for the six months ended June 30, 2022 and 2021, respectively, which includes a quarterly facility fee on the used and unused portion, as well as amortization of deferred financing costs.
As of June 30, 2022, the Company was in compliance with all of its debt covenants associated with its Loan Agreement and Notes. The most restrictive financial covenants for all of the Company’s debt are a leverage ratio (defined as total debt divided by earnings before interest, taxes, depreciation and amortization, as adjusted) and an interest coverage ratio (defined as earnings before interest, taxes, depreciation and amortization, as adjusted, divided by interest expense).
12. Income Taxes
The Company’s effective tax rate was 26.0% and 25.7% for the quarter and six months ended June 30, 2022 compared to 25.5% and 25.7% for the quarter and six months ended June 30, 2021. The effective income tax rate for both periods was different than the Company’s statutory rate, primarily due to state taxes and non-deductible expenses.
The total amount of gross unrecognized tax benefits that would reduce the Company’s effective tax rate was $0.8 million at June 30, 2022 and December 31, 2021.
The Company and its subsidiaries file U.S. Federal, state and local, and non-U.S. income tax returns. As of June 30, 2022, the Company is no longer subject to U.S. Federal examination by tax authorities for tax years before 2015. The Company’s 2017 U.S. Federal tax return is currently under audit by the Internal Revenue Service (“IRS”). The IRS began the examination in 2019 and there have been no changes resulting from this audit as of June 30, 2022. The Company is subject to state and local examinations for tax years of 2017 through 2020. In addition, the Company is subject to non-U.S. income tax examinations for tax years of 2016 through 2021.
13. Leases
The Company determines if an arrangement is a lease at inception. The Company has leases for manufacturing facilities, distribution centers, warehouses, office space and equipment, with remaining lease terms of to fourteen years. Certain of these leases include options to extend the lease for up to five years, and some include options to terminate the lease early. Leases with an initial term of 12 months or less are not recorded on the statement of financial position; the Company recognizes lease expense for these short-term leases on a straight-line basis over the lease term. Operating leases with an initial term greater than 12 months are included in right of use asset – operating leases (“ROU assets”), operating lease liability – short term, and operating lease liability – long term and finance leases are included property, plant and equipment, finance lease liability – short term, and finance lease liability – long term in the Condensed Consolidated Statement of Financial Position (Unaudited).
17
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
The ROU assets represent the right to use an underlying asset for the lease term and the lease liabilities represent the obligation to make lease payments. ROU assets and lease liabilities are recognized at commencement date based on the present value of the lease payments over the lease term. When leases do not provide an implicit rate, the Company’s incremental borrowing rate is used, which is then applied at the portfolio level, based on the information available at commencement date in determining the present value of lease payments. The Company has also elected not to separate lease and non-lease components. The lease terms include options to extend or terminate the lease when it is reasonably certain the option will be exercised. Lease expense is recognized on a straight-line basis over the lease term.
Amounts included in the Condensed Consolidated Statement of Financial Position (Unaudited) related to leases include:
|
|
|
June 30, |
|
|
December 31, |
|
||
|
Classification |
|
2022 |
|
|
2021 |
|
||
Assets: |
|
|
|
|
|
|
|
||
Operating lease assets |
Right of use asset - operating leases |
|
$ |
29,052 |
|
|
$ |
29,285 |
|
Finance lease assets |
Property, plant and equipment, net |
|
|
9,420 |
|
|
|
9,765 |
|
Total lease assets |
|
|
$ |
38,472 |
|
|
$ |
39,050 |
|
|
|
|
|
|
|
|
|
||
Liabilities: |
|
|
|
|
|
|
|
||
Current |
Operating lease liability - short-term |
|
$ |
5,774 |
|
|
$ |
5,341 |
|
Long-term |
Operating lease liability - long-term |
|
|
23,242 |
|
|
|
23,815 |
|
Total operating lease liabilities |
|
|
$ |
29,016 |
|
|
$ |
29,156 |
|
Current |
Finance lease liability - short-term |
|
$ |
509 |
|
|
$ |
500 |
|
Long-term |
Finance lease liability - long-term |
|
|
9,179 |
|
|
|
9,437 |
|
Total finance lease liabilities |
|
|
|
9,688 |
|
|
|
9,937 |
|
Total lease liabilities |
|
|
$ |
38,704 |
|
|
$ |
39,093 |
|
The components of lease expense include:
|
|
|
|
For the Quarter Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
Lease Cost |
|
Classification |
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Operating lease cost (1) |
|
Cost of sales |
|
$ |
1,376 |
|
|
$ |
1,176 |
|
|
$ |
2,732 |
|
|
$ |
2,246 |
|
Operating lease cost (1) |
|
Selling, general and administrative expenses |
|
|
666 |
|
|
|
544 |
|
|
|
1,277 |
|
|
|
1,095 |
|
Finance lease cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization expense |
|
Cost of sales |
|
|
173 |
|
|
|
173 |
|
|
|
345 |
|
|
|
230 |
|
Interest expense on lease liabilities |
|
Interest expense, net |
|
|
85 |
|
|
|
89 |
|
|
|
171 |
|
|
|
119 |
|
Total lease cost |
|
|
|
$ |
2,300 |
|
|
$ |
1,982 |
|
|
$ |
4,525 |
|
|
$ |
3,690 |
|
Supplemental cash flow information related to leases was as follows:
|
|
For the Six Months Ended June 30, |
|
|||||
Supplemental Cash Flow Information |
|
2022 |
|
|
2021 |
|
||
Cash paid for amounts included in the measurement of lease liabilities: |
|
|
|
|
|
|
||
Operating cash flows from operating leases |
|
$ |
3,286 |
|
|
$ |
2,627 |
|
Operating cash flows from finance leases |
|
$ |
171 |
|
|
$ |
119 |
|
Financing cash flows from finance leases |
|
$ |
249 |
|
|
$ |
161 |
|
Right-of-use assets obtained in exchange for new lease liabilities: |
|
|
|
|
|
|
||
Operating leases |
|
$ |
1,296 |
|
|
$ |
6,753 |
|
Finance leases |
|
$ |
— |
|
|
$ |
10,339 |
|
18
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
Lease Term and Discount Rate |
|
June 30, 2022 |
|
|
December 31, 2021 |
|
||
Weighted-average remaining lease term (years): |
|
|
|
|
|
|
||
Operating leases |
|
|
6.89 |
|
|
|
7.27 |
|
Finance leases |
|
|
13.68 |
|
|
|
14.17 |
|
Weighted-average discount rate: |
|
|
|
|
|
|
||
Operating leases |
|
|
3.4 |
% |
|
|
3.4 |
% |
Finance leases |
|
|
3.5 |
% |
|
|
3.5 |
% |
Maturity of Lease Liabilities - As of June 30, 2022 |
|
Operating Leases |
|
|
Finance Leases |
|
|
Total |
|
|||
2022 (1) |
|
$ |
3,390 |
|
|
$ |
420 |
|
|
$ |
3,810 |
|
2023 |
|
|
6,211 |
|
|
|
840 |
|
|
|
7,051 |
|
2024 |
|
|
4,594 |
|
|
|
861 |
|
|
|
5,455 |
|
2025 |
|
|
3,793 |
|
|
|
865 |
|
|
|
4,658 |
|
2026 |
|
|
3,319 |
|
|
|
865 |
|
|
|
4,184 |
|
After 2026 |
|
|
11,243 |
|
|
|
8,408 |
|
|
|
19,651 |
|
Total lease payments |
|
|
32,550 |
|
|
|
12,259 |
|
|
|
44,809 |
|
Less: interest |
|
|
(3,534 |
) |
|
|
(2,571 |
) |
|
|
(6,105 |
) |
Present value of lease liabilities |
|
$ |
29,016 |
|
|
$ |
9,688 |
|
|
$ |
38,704 |
|
The Company has operating leases for four facilities within the Material Handling Segment that are with a related party. Total right of use assets related to these related party leases were $2.8 million and $3.6 million at June 30, 2022 and December 31, 2021, respectively. Total operating lease liabilities related to these related party leases were $2.6 million and $3.4 million at June 30, 2022 and December 31, 2021, respectively. Total lease expense from these related party leases was $0.4 million in each of the quarters ended June 30, 2022 and June 30, 2021 and was $0.9 million in both the six months ended June 30, 2022 and June 30, 2021.
14. Segments
The Company manages its business under two operating segments, Material Handling and Distribution, consistent with the manner in which the Chief Operating Decision Maker (“CODM”) evaluates performance and makes resource allocation decisions. None of the reportable segments include operating segments that have been aggregated. These segments contain individual business components that have been combined on the basis of common management, customers, products, production processes and other economic characteristics. Intersegment sales are recorded with a reasonable margin and are eliminated in consolidation.
The Material Handling Segment manufactures a broad selection of durable plastic reusable containers that are used repeatedly during the course of their service life. At the end of their service life, these highly sustainable products can be recovered, recycled, and reprocessed into new products. The Material Handling Segment’s products include pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, consumer fuel containers and tanks for water, fuel and waste handling. Products in the Material Handling Segment are primarily injection molded, rotationally molded or blow molded. This segment conducts its primary operations in the United States and Canada. Markets served include industrial manufacturing, food processing, retail/wholesale products distribution, agriculture, automotive, recreational vehicles, marine vehicles, healthcare, appliance, bakery, electronics, textiles and consumer, among others. Products are sold both directly to end-users and through distributors. The acquisitions of Trilogy and Elkhart Plastics, described in Note 3, are included in the Material Handling Segment.
The Distribution Segment is engaged in the distribution of equipment, tools, and supplies used for tire servicing and automotive under-vehicle repair and the manufacture of tire repair and retreading products. The product line includes categories such as tire valves and accessories, tire changing and balancing equipment, lifts and alignment equipment, service equipment and tools, and tire repair/retread supplies. The Distribution Segment also manufactures and sells certain traffic markings, including reflective highway marking tape. The Distribution Segment operates domestically through its sales offices and five regional distribution centers in the United States, and in certain foreign countries through export sales. In addition, the Distribution Segment operates directly in certain foreign markets, principally Central America, through foreign branch operations. Markets served include retail and truck tire dealers, commercial auto and truck fleets, truck stop operations, auto dealers, general service and repair centers, tire re-treaders, and government agencies. The acquisition of Mohawk, described in Note 3, is included in the Distribution Segment.
19
MYERS INDUSTRIES, INC. AND SUBSIDIARIES
Notes to Unaudited Condensed Consolidated Financial Statements – (Continued)
(Dollars in thousands, except where otherwise indicated)
Total sales from foreign business units were approximately $13.8 million and $12.1 million for the quarters ended June 30, 2022 and 2021, respectively, and $26.4 million and $23.1 million for the six months ended June 30, 2022 and 2021, respectively.
Summarized segment detail for the quarters and six months ended June 30, 2022 and 2021 are presented in the following table:
|
For the Quarter Ended June 30, |
|
|
For the Six Months Ended June 30, |
|
||||||||||
|
2022 |
|
|
2021 |
|
|
2022 |
|
|
2021 |
|
||||
Net Sales |
|
|
|
|
|
|
|
|
|
|
|
||||
Material Handling |
$ |
173,090 |
|
|
$ |
137,227 |
|
|
$ |
349,726 |
|
|
$ |
267,120 |
|
Distribution |
|
60,075 |
|
|
|
50,156 |
|
|
|
108,936 |
|
|
|
94,706 |
|
Inter-company sales |
|
(9 |
) |
|
|
(14 |
) |
|
|
(20 |
) |
|
|
(28 |
) |
Total net sales |
$ |
233,156 |
|
|
$ |
187,369 |
|
|
$ |
458,642 |
|
|
$ |
361,798 |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating income |
|
|
|
|
|
|
|
|
|
|
|
||||
Material Handling (1) |
$ |
28,034 |
|
|
$ |
17,902 |
|
|
$ |
59,254 |
|
|
$ |
34,829 |
|
Distribution (2) |
|
4,269 |
|
|
|
4,214 |
|
|
|
7,570 |
|
|
|
5,652 |
|
Corporate (2) |
|
(9,686 |
) |
|
|
(6,247 |
) |
|
|
(19,802 |
) |
|
|
(13,747 |
) |
Total operating income |
|
22,617 |
|
|
|
15,869 |
|
|
|
47,022 |
|
|
|
26,734 |
|
Interest expense, net |
|
(1,211 |
) |
|
|
(999 |
) |
|
|
(2,358 |
) |
|
|
(1,994 |
) |
Income before income taxes |
$ |
21,406 |
|
|
$ |
14,870 |
|
|
$ |
44,664 |
|
|
$ |
24,740 |
|
20
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
This Quarterly Report on Form 10-Q and the information incorporated by reference contains “forward-looking statements” within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995, including information regarding the Company’s financial outlook, future plans, objectives, business prospects and anticipated financial performance. Forward-looking statements can be identified by words such as “will,” “believe,” “anticipate,” “expect,” “estimate,” “intend,” “plan,” or variations of these words, or similar expressions. These forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on the Company’s current beliefs, expectations and assumptions regarding the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, these statements inherently involve a wide range of inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. The Company’s actual actions, results, and financial condition may differ materially from what is expressed or implied by the forward-looking statements.
Specific factors that could cause such a difference include, without limitation, impacts from the novel coronavirus (“COVID-19”) pandemic on our business, operations, customers and capital position; the impact of COVID-19 on local, national and global economic conditions; the effects of various governmental responses to the COVID-19 pandemic; raw material availability, increases in raw material costs, or other production costs; risks associated with our strategic growth initiatives or the failure to achieve the anticipated benefits of such initiatives; unanticipated downturn in business relationships with customers or their purchases; competitive pressures on sales and pricing; changes in the markets for the Company’s business segments; changes in trends and demands in the markets in which the Company competes; operational problems at our manufacturing facilities or unexpected failures at those facilities; future economic and financial conditions in the United States and around the world; inability of the Company to meet future capital requirements; claims, litigation and regulatory actions against the Company; changes in laws and regulations affecting the Company; and other risks and uncertainties detailed from time to time in the Company’s filings with the SEC, including without limitation, the risk factors disclosed in Item 1A, “Risk Factors,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. Given these factors, as well as other variables that may affect our operating results, readers should not rely on forward-looking statements, assume that past financial performance will be a reliable indicator of future performance, nor use historical trends to anticipate results or trends in future periods. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof. The Company expressly disclaims any obligation or intention to provide updates to the forward-looking statements and the estimates and assumptions associated with them.
Executive Overview
The Company conducts its business activities in two reportable segments: The Material Handling Segment and the Distribution Segment.
The Company designs, manufactures, and markets a variety of plastic, metal and rubber products. The Material Handling Segment manufactures a broad selection of plastic reusable containers, pallets, small parts bins, bulk shipping containers, storage and organization products, OEM parts, custom plastic products, consumer fuel containers and tanks for water, fuel and waste handling. Products in the Material Handling Segment are primarily injection molded, rotationally molded or blow molded. The Distribution Segment is engaged in the distribution of tools, equipment and supplies used for tire, wheel and under vehicle service on passenger, heavy truck and off-road vehicles, as well as the manufacturing of tire repair and retreading products.
The Company’s results of operations for the quarter and six months ended June 30, 2022 are discussed below. The current economic environment includes heightened risks from inflation, volatile commodity costs, supply chain disruptions and labor availability stemming from the broader economic effects of the international geopolitical climate, including the conflict between Russia and Ukraine, and the COVID-19 pandemic. Russia’s invasion of Ukraine in the first quarter of 2022 has increased volatility in global commodity markets, including oil (a component of many plastic resins), energy and agricultural commodities. While many of the public safety measures in response to the COVID-19 pandemic have been lifted or relaxed, it is possible that new or previously lifted measures could be implemented in the future. Through the date of this report, the Company’s businesses continued to operate during the pandemic. However, some of our businesses have been and may continue to be affected by these broader economic effects, including customer demand for our products, supply chain disruptions, labor availability and inflation. The Company believes it is well-positioned to manage through this uncertainty as it has a strong balance sheet with sufficient liquidity and borrowing capacity as well as a diverse product offering and customer base.
21
Results of Operations:
Comparison of the Quarter Ended June 30, 2022 to the Quarter Ended June 30, 2021
Net Sales:
(dollars in millions) |
|
Quarter Ended June 30, |
|
|
|
|
|
|
|
|||||||
Segment |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
Material Handling |
|
$ |
173,090 |
|
|
$ |
137,227 |
|
|
$ |
35,863 |
|
|
|
26.1 |
% |
Distribution |
|
|
60,075 |
|
|
|
50,156 |
|
|
|
9,919 |
|
|
|
19.8 |
% |
Inter-company sales |
|
|
(9 |
) |
|
|
(14 |
) |
|
|
5 |
|
|
|
|
|
Total net sales |
|
$ |
233,156 |
|
|
$ |
187,369 |
|
|
$ |
45,787 |
|
|
|
24.4 |
% |
Net sales for the quarter ended June 30, 2022 were $233.2 million, an increase of $45.8 million or 24.4% compared to the quarter ended June 30, 2021. Net sales increased due to higher pricing of $31.9 million. Net sales also increased due to $16.4 million of incremental sales from the acquisitions of Mohawk on May 31, 2022, included in the Distribution Segment, and Trilogy on July 30, 2021, included in the Material Handling Segment. Mohawk's annual sales were approximately $65 million and Trilogy’s annual sales were approximately $35 million at the times of their acquisitions. The increase in net sales was partially offset by lower volume/mix of $2.0 million and the effect of unfavorable currency translation of $0.5 million. Beginning in February 2021, the Company began to implement a series of pricing increases across a majority of its portfolio of products in response to rising raw material and other production costs.
Net sales in the Material Handling Segment increased $35.9 million or 26.1% for the quarter ended June 30, 2022 compared to the quarter ended June 30, 2021. Net sales increased due to higher pricing of $27.1 million and due to $10.3 million of incremental sales from the acquisition of Trilogy on July 30, 2021. The increase in net sales was partially offset by lower volume/mix of $1.0 million and the effect of unfavorable currency translation of $0.5 million.
Net sales in the Distribution Segment increased $9.9 million or 19.8% for the quarter ended June 30, 2022 compared to the quarter ended June 30, 2021, primarily due to higher pricing of $4.8 million and due to $6.0 million of incremental sales from the acquisition of Mohawk on May 31, 2022. The increase in net sales was partially offset by lower volume/mix of $0.9 million.
Cost of Sales & Gross Profit:
|
|
Quarter Ended June 30, |
|
|
|
|
|
|
|
|||||||
(dollars in millions) |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
Cost of sales |
|
$ |
158,440 |
|
|
$ |
132,375 |
|
|
$ |
26,065 |
|
|
|
19.7 |
% |
Gross profit |
|
$ |
74,716 |
|
|
$ |
54,994 |
|
|
$ |
19,722 |
|
|
|
35.9 |
% |
Gross profit as a percentage of sales |
|
|
32.0 |
% |
|
|
29.4 |
% |
|
|
|
|
|
|
Gross profit increased $19.7 million, or 35.9%, for the quarter ended June 30, 2022 compared to the quarter ended June 30, 2021, due to increased contribution from higher pricing as described under Net Sales above and the acquisitions of Mohawk on May 31, 2022 and Trilogy on July 30, 2021. Partially offsetting these contributions were increased labor costs and an unfavorable sales mix. As a result, gross profit margin was 32.0% for the quarter ended June 30, 2022 compared with 29.4% for the quarter ended June 30, 2021.
Selling, General and Administrative Expenses:
|
|
Quarter Ended June 30, |
|
|
|
|
|
|
|
|||||||
(dollars in millions) |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
SG&A expenses |
|
$ |
52,320 |
|
|
$ |
40,121 |
|
|
$ |
12,199 |
|
|
|
30.4 |
% |
SG&A expenses as a percentage of sales |
|
|
22.4 |
% |
|
|
21.4 |
% |
|
|
|
|
|
|
Selling, general and administrative (“SG&A”) expenses for the quarter ended June 30, 2022 were $52.3 million, an increase of $12.2 million or 30.4% compared to the same period in the prior year. Increases in SG&A expenses in the second quarter 2022 were primarily due to $4.8 million of higher salaries, benefits and incentive compensation, $2.2 million of higher variable selling expenses, $1.0 million of higher facility costs, $0.9 million of increased professional services fees and $2.6 million of incremental SG&A from the acquisitions of Mohawk on May 31, 2022 and Trilogy on July 30, 2021.
22
Net Interest Expense:
|
|
Quarter Ended June 30, |
|
|
|
|
|
|
|
|||||||
(dollars in millions) |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
Net interest expense |
|
$ |
1,211 |
|
|
$ |
999 |
|
|
$ |
212 |
|
|
|
21.2 |
% |
Average outstanding borrowings, net |
|
$ |
115,110 |
|
|
$ |
72,469 |
|
|
$ |
42,641 |
|
|
|
58.8 |
% |
Weighted-average borrowing rate |
|
|
3.97 |
% |
|
|
5.13 |
% |
|
|
|
|
|
|
Net interest expense for the quarter ended June 30, 2022 was $1.2 million, an increase of $0.2 million, or 21.2%, compared with $1.0 million for the quarter ended June 30, 2021. The higher net interest expense was due to higher average outstanding borrowings in the current year, partially offset by the lower borrowing rate.
Income Taxes:
|
|
Quarter Ended June 30, |
|
|||||
(dollars in millions) |
|
2022 |
|
|
2021 |
|
||
Income from continuing operations before income taxes |
|
$ |
21,406 |
|
|
$ |
14,870 |
|
Income tax expense |
|
$ |
5,575 |
|
|
$ |
3,795 |
|
Effective tax rate |
|
|
26.0 |
% |
|
|
25.5 |
% |
The Company’s effective tax rate was 26.0% for the quarter ended June 30, 2022, compared to 25.5% for the quarter ended June 30, 2021. The increase in the effective tax rate was driven primarily by higher estimated non-deductible expenses.
Comparison of the Six Months Ended June 30, 2022 to the Six Months Ended June 30, 2021
Net Sales:
(dollars in thousands) |
|
Six Months Ended June 30, |
|
|
|
|
|
|
|
|||||||
Segment |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
Material Handling |
|
$ |
349,726 |
|
|
$ |
267,120 |
|
|
$ |
82,606 |
|
|
|
30.9 |
% |
Distribution |
|
|
108,936 |
|
|
|
94,706 |
|
|
|
14,230 |
|
|
|
15.0 |
% |
Inter-company elimination |
|
|
(20 |
) |
|
|
(28 |
) |
|
|
8 |
|
|
|
|
|
Total net sales |
|
$ |
458,642 |
|
|
$ |
361,798 |
|
|
$ |
96,844 |
|
|
|
26.8 |
% |
Net sales for the six months ended June 30, 2022 were $458.6 million, an increase of $96.8 million or 26.8% compared to the six months ended June 30, 2021. Net sales increased due to higher pricing of $65.5 million and higher volume/mix of $4.6 million. Net sales also increased due to $27.2 million of incremental sales from the acquisitions of Mohawk on May 31, 2022, included in the Distribution Segment, and Trilogy on July 30, 2021, included in the Material Handling Segment. Mohawk's annual sales were approximately $65 million and Trilogy’s annual sales were approximately $35 million at the times of the acquisitions. The increase in net sales was partially offset by the effect of unfavorable currency translation of $0.5 million. Beginning in February 2021, the Company began to implement a series of pricing increases across a majority of its portfolio of products in response to rising raw material and other production costs.
Net sales in the Material Handling Segment increased $82.6 million or 30.9% for the six months ended June 30, 2022 compared to the six months ended June 30, 2021. Net sales increased due to higher pricing of $56.4 million and higher volume/mix of $5.5 million. Net sales also increased due to $21.2 million of incremental sales from the acquisition of Trilogy on July 30, 2021. The increase in net sales was partially offset by the effect of unfavorable currency translation of $0.5 million.
Net sales in the Distribution Segment increased $14.2 million or 15.0% for the six months ended June 30, 2022 compared to the six months ended June 30, 2021, primarily due to higher pricing of $9.1 million and due to $6.0 million of incremental sales from the acquisition of Mohawk on May 31, 2022. The increase in net sales was partially offset by lower volume/mix of $0.9 million.
23
Cost of Sales & Gross Profit:
|
|
Six Months Ended June 30, |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
Cost of sales |
|
$ |
311,998 |
|
|
$ |
256,391 |
|
|
$ |
55,607 |
|
|
|
21.7 |
% |
Gross profit |
|
$ |
146,644 |
|
|
$ |
105,407 |
|
|
$ |
41,237 |
|
|
|
39.1 |
% |
Gross profit as a percentage of sales |
|
|
32.0 |
% |
|
|
29.1 |
% |
|
|
|
|
|
|
Gross profit increased $41.2 million, or 39.1%, for the six months ended June 30, 2022 compared to the six months ended June 30, 2021, due to increased contribution from higher pricing and volume as described under Net Sales above and the acquisitions of Mohawk on May 31, 2022 and Trilogy on July 30, 2021. Partially offsetting these contributions were higher raw material costs, increased labor costs, and unfavorable sales mix. As a result, gross profit margin was 32.0% for the six months ended June 30, 2022 compared with 29.1% for the six months ended June 30, 2021.
Selling, General and Administrative Expenses:
|
|
Six Months Ended June 30, |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
SG&A expenses |
|
$ |
100,310 |
|
|
$ |
79,669 |
|
|
$ |
20,641 |
|
|
|
25.9 |
% |
SG&A expenses as a percentage of sales |
|
|
21.9 |
% |
|
|
22.0 |
% |
|
|
|
|
|
|
Selling, general and administrative (“SG&A”) expenses for the six months ended June 30, 2022 were $100.3 million, an increase of $20.6 million or 25.9% compared to the same period in the prior year. Increases in SG&A expenses in 2022 were primarily due to $9.5 million of higher salaries, benefits and incentive compensation, $3.4 million of higher variable selling expenses, $2.3 million of higher facility costs, $1.2 million of increased professional services fees and $3.7 million of incremental SG&A from the acquisitions of Mohawk on May 31, 2022 and Trilogy on July 30, 2021.
Net Interest Expense:
|
|
Six Months Ended June 30, |
|
|
|
|
|
|
|
|||||||
(dollars in thousands) |
|
2022 |
|
|
2021 |
|
|
Change |
|
|
% Change |
|
||||
Net interest expense |
|
$ |
2,358 |
|
|
$ |
1,994 |
|
|
$ |
364 |
|
|
|
18.3 |
% |
Average outstanding borrowings, net |
|
$ |
110,507 |
|
|
$ |
73,148 |
|
|
$ |
37,359 |
|
|
|
51.1 |
% |
Weighted-average borrowing rate |
|
|
4.05 |
% |
|
|
5.23 |
% |
|
|
|
|
|
|
Net interest expense for the six months ended June 30, 2022 was $2.4 million, an increase of $0.4 million, or 18.3%, compared with $2.0 million for the six months ended June 30, 2021. The higher net interest expense was due to higher average outstanding borrowings in the current year, partially offset by the lower borrowing rate.
Income Taxes:
|
|
Six Months Ended June 30, |
|
|||||
(dollars in thousands) |
|
2022 |
|
|
2021 |
|
||
Income from continuing operations before income taxes |
|
$ |
44,664 |
|
|
$ |
24,740 |
|
Income tax expense |
|
$ |
11,496 |
|
|
$ |
6,360 |
|
Effective tax rate |
|
|
25.7 |
% |
|
|
25.7 |
% |
The Company’s effective tax rate was 25.7% for both the six months ended June 30, 2022 and 2021.
24
Liquidity and Capital Resources:
The Company’s primary sources of liquidity are cash on hand, cash generated from operations and availability under the Loan Agreement (defined below). At June 30, 2022, the Company had $22.4 million of cash, $178.3 million available under the Loan Agreement and outstanding debt of $113.6 million, including the finance lease liability of $9.7 million. Based on this liquidity and borrowing capacity, the Company believes it is well-positioned to manage through the working capital demands and the heightened uncertainty in the current macroeconomic environment. The Company believes that cash on hand, cash flows from operations and available capacity under its Loan Agreement will be sufficient to meet expected business requirements including capital expenditures, dividends, working capital, debt service, and to fund future growth, including selective acquisitions.
Operating Activities
Net cash provided by operating activities was $34.3 million for the six months ended June 30, 2022, compared to $21.3 million in the same period in 2021. The increase was primarily due to higher net income in the current year partially offset by higher working capital driven by increases in accounts receivable and inventory.
Investing Activities
Net cash used by investing activities was $33.7 million for the six months ended June 30, 2022 compared to cash used of $6.6 million for the same period in 2021. In 2022, the Company paid $24.3 million to acquire Mohawk and estimates approximately $3.4 million of working capital and other adjustments to be paid in the balance of 2022 as discussed in Note 3. The Company also received in 2022 proceeds of $1.5 million from the sale of fixed assets. In 2021, the Company paid the working capital adjustment of $1.2 million related to the November 10, 2020 acquisition of Elkhart Plastics as discussed in Note 3 and received proceeds from the sale of a facility of $2.8 million as discussed in Note 4. Capital expenditures were $10.9 million and $8.2 million for the six months ended June 30, 2022 and 2021, respectively, including $1.4 million to purchase the manufacturing assets of a rotational molding facility in Decatur, Georgia. Full year 2022 capital expenditures are expected to be approximately $25 million to $28 million.
Financing Activities
Cash provided by financing activities was $4.3 million for the six months ended June 30, 2022 compared to $29.5 million used for financing activities for the same period in 2021. Net borrowings on the credit facility for the six months ended June 30, 2022 and 2021 were $13.0 million and $19.9 million. In 2021, the Company repaid a $40.0 million Senior Unsecured Note when it matured in January 2021 with a combination of cash and proceeds under the Loan Agreement (defined below). Fees paid for the amendment and extension of the Loan Agreement in March 2021 totaled $1.1 million . Net proceeds from the issuance of common stock in connection with incentive stock option exercises were $1.8 million and $2.4 million for the six months ended June 30, 2022 and 2021, respectively. The Company also used cash to pay dividends of $9.9 million and $9.8 million for the six months ended June 30, 2022 and 2021, respectively.
Credit Sources
In March 2021, the Company entered into a Sixth Amended and Restated Loan Agreement (the “Sixth Amendment”), which amended the Fifth Amended and Restated Loan Agreement (collectively, the “Loan Agreement”) dated March 2017. The Sixth Amendment increased the senior revolving credit facility’s borrowing limit to $250 million from $200 million, extended the maturity date to March 2024 from March 2022, and increased flexibility of the financial and other covenants and provisions.
As of June 30, 2022, $178.3 million was available under the Loan Agreement, after borrowings and $5.7 million of letters of credit issued related to insurance and other financing contracts in the ordinary course of business. Borrowings under the Loan Agreement bear interest at the LIBOR rate, prime rate, federal funds effective rate, the Canadian deposit offered rate, or the eurocurrency reference rate depending on the type of loan requested by the Company, in each case plus the applicable margin as set forth in the Loan Agreement.
At June 30, 2022, $38 million face value of Senior Unsecured Notes are outstanding. The series of notes range in face value from $11 million to $15 million, with interest rates ranging from 5.25% to 5.45%, payable semiannually. As described in Note 11, $26.0 million of the Senior Unsecured Notes mature on January 15, 2024 and $12.0 million mature on January 15, 2026.
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As of June 30, 2022, the Company was in compliance with all of its debt covenants. The most restrictive financial covenants for all of the Company’s debt are an interest coverage ratio (defined as earnings before interest, taxes, depreciation and amortization, as adjusted, divided by interest expense) and a leverage ratio (defined as total debt divided by earnings before interest, taxes, depreciation and amortization, as adjusted). The ratios as of and for the period ended June 30, 2022 are shown in the following table:
|
|
Required Level |
|
Actual Level |
|
|
Interest Coverage Ratio |
|
3.00 to 1 (minimum) |
|
|
22.31 |
|
Leverage Ratio |
|
3.25 to 1 (maximum) |
|
|
1.17 |
|
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Interest Rate Risk
The Company has certain financing arrangements that require interest payments based on floating interest rates, and to that extent, the Company’s financial results are subject to changes in the market rate of interest. Borrowings under the Loan Agreement bear interest at the LIBOR, prime rate, federal funds effective rate, the Canadian deposit offered rate, or the euro currency reference rate depending on the type of loan requested by the Company, plus the applicable margin as set forth in the Loan Agreement. At present, the Company has not entered into any interest rate swaps or other derivative instruments to fix the interest rate on any portion of its financing arrangements with floating rates. The Financial Conduct Authority in the United Kingdom has stated that it will not require banks to submit LIBOR beyond June 2023. The Company does not anticipate a significant impact to its financial position as a result of this action. Based on current debt levels at June 30, 2022, if market interest rates increase one percent, the Company’s annual variable interest expense would increase approximately $0.7 million.
Foreign Currency Exchange Risk
Certain of the Company’s subsidiaries operate in foreign countries and their financial results are subject to exchange rate movements. The Company has operations in Canada with foreign currency exposure, primarily due to U.S. dollar sales made from businesses in Canada to customers in the United States. The Company has a systematic program to limit its exposure to fluctuations in exchange rates related to certain assets and liabilities of its operations in Canada that are denominated in U.S. dollars. The net exposure generally ranges from $1 million to $3 million. The foreign currency contracts and arrangements created under this program are not designated as hedged items under ASC 815, Derivatives and Hedging, and accordingly, the changes in the fair value of the foreign currency arrangements, which have been immaterial, are recorded in the Condensed Consolidated Statements of Operations (Unaudited). The Company’s foreign currency arrangements are typically three months or less and are settled before the end of a reporting period. At June 30, 2022, the Company had no foreign currency arrangements or contracts in place.
Commodity Price Risk
The Company uses certain commodity raw materials, primarily plastic resins, and other commodities, such as natural gas, in its operations. The cost of operations can be affected by changes in the market for these commodities, particularly plastic resins. The Company currently has no derivative contracts to hedge changes in raw material pricing. The Company may from time to time enter into forward buy positions for certain utility costs, which were not material at June 30, 2022. Significant future increases in the cost of plastic resin or other adverse changes in the general economic environment could have a material adverse impact on the Company’s financial position, results of operations or cash flows.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures, as defined under Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended, that are designed to ensure that information required to be disclosed in the Company’s reports under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Interim Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure.
The Company carries out a variety of on-going procedures, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Interim Chief Financial Officer, to evaluate the effectiveness of the design and operation of the Company’s disclosure controls and procedures. Based on the foregoing, the Company’s Chief Executive Officer and Interim Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of June 30, 2022.
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Changes in Internal Control Over Financial Reporting
On May 31, 2022, the Company acquired the assets of Mohawk. As permitted by SEC rules and regulations, the scope of management’s evaluation of internal control over financial reporting as of June 30, 2022 did not include an evaluation of the internal control over financial reporting of Mohawk. However, we are extending our oversight and monitoring processes that support our review of internal control over financial reporting to include Mohawk’s operations.
On July 30, 2021, the Company acquired the assets of Trilogy. As permitted by SEC rules and regulations, the scope of management’s evaluation of internal control over financial reporting as of June 30, 2022 did not include an evaluation of the internal control over financial reporting of Trilogy. However, we are extending our oversight and monitoring processes that support our review of internal control over financial reporting to include Trilogy’s operations.
During the six months ended June 30, 2022, there have been no changes in our internal control over financial reporting during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
PART II – Other Information
Item 1. Legal Proceedings
Certain legal proceedings in which the Company is involved are discussed in Note 10, Contingencies, in the Unaudited Condensed Consolidated Financial Statements in Part I of this report, and Part I, Item 3 of the Company's Annual Report on Form 10-K for the year ended December 31, 2021. The Company’s disclosures relating to legal proceedings in Note 10, Contingencies, in the Unaudited Condensed Consolidated Financial Statements in Part I of this report is incorporated into Part II of this report by reference. The Company is a defendant in various lawsuits and a party to various other legal proceedings, in the ordinary course of business, some of which are covered in whole or in part by insurance. We believe that the outcome of these lawsuits and other proceedings will not individually or in the aggregate have a future material adverse effect on our consolidated financial position, results of operations or cash flows.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
(c) The following table presents information regarding the Company’s stock repurchase plan during the quarter ended June 30, 2022:
|
|
Total Number of |
|
|
Average Price Paid |
|
|
Total Number of |
|
|
Maximum number |
|
||||
4/1/2022 to 4/30/2022 |
|
|
— |
|
|
$ |
— |
|
|
|
5,547,665 |
|
|
|
2,452,335 |
|
5/1/2022 to 5/31/2022 |
|
|
— |
|
|
|
— |
|
|
|
5,547,665 |
|
|
|
2,452,335 |
|
6/1/2022 to 6/30/2022 |
|
|
— |
|
|
|
— |
|
|
|
5,547,665 |
|
|
|
2,452,335 |
|
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Item 6. Exhibits
3.1 |
|
3.2 |
|
31.1 |
|
31.2 |
|
32.1 |
|
101 |
The following financial information from Myers Industries, Inc. Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022, formatted in inline XBRL includes: (i) Condensed Consolidated Statements of Operations, (ii) Condensed Consolidated Statements of Comprehensive Income (Loss), (iii) Condensed Consolidated Statements of Financial Position, (iv) Condensed Consolidated Statements of Shareholders' Equity, (v) Condensed Consolidated Statements of Cash Flows and (vi) the Notes to Condensed Consolidated Financial Statements. |
104 |
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101). |
28
SIGNATURE
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.
|
MYERS INDUSTRIES, INC. |
|
|
August 2, 2022 |
/s/ Monica P. Vinay |
|
Monica P. Vinay |
|
Interim Chief Financial Officer (Principal Financial and Accounting Officer) |
29