UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) September 9, 2014

MYERS INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)

 
					
Ohio	 	1-8524	 	34-0778636	
(State or other jurisdiction
of incorporation)	 	(Commission
File Number)	 	(IRS Employer
Identification Number)	
		
1293 South Main Street, Akron, OH	 	44301	
(Address of Principal Executive Offices)	 	(Zip Code)	
Registrant’s Telephone Number, including area code (330) 253-5592
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.
 
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
 
¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
 
¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
 
¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

 

Item 7.01 .	Regulation FD Disclosure.	
Representatives of Myers Industries, Inc. (the “Company”) will present at the CL King 12 th Annual Best Ideas Conference on Tuesday, September 9, 2014. A copy of the presentation to be used at the conference is attached to this Current Report on Form 8-K as Exhibit 99.1. The presentation is also available on the Investor Relations – Financial Presentations portion of the Company’s website at www.myersindustries.com .
In accordance with General Instruction B.2 on Form 8-K, the information set forth in this Item 7.01 and the investor presentation attached to this report as Exhibit 99.1 is “furnished” and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Exchange Act of 1934, as amended, or the Securities Act of 1933, as amended.
 
Item 9.01 .	Financial Statements and Exhibits .	

99.1	  	Presentation by the Company dated September 9, 2014	

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 hereunto duly authorized.

Myers Industries, Inc.	
(Registrant)	

DATE: September 9, 2014	 		 	By:	 	/s/ Greggory W. Branning	
	 		 		 	Greggory W. Branning	
	 		 		 	Senior Vice President, Chief Financial Officer, and Corporate Secretary	

	

Myers Industries, Inc.
CL King 12
th
Annual Best Ideas Conference
September 9, 2014
Exhibit 99.1	

	

Forward-looking Statements
Statements
in
this
presentation
concerning
the
Company’s
goals,
strategies,
and
expectations
for
business
and
financial
results
may
be
"forward-looking
statements"
within
the
meaning
of
the
Private
Securities
Litigation
Reform
Act
of
1995
and
are
based
on
current
indicators
and
expectations.
Whenever
you
read
a
statement
that
is
not
simply
a
statement
of
historical
fact
(such
as
when
we
describe
what
we
"believe,"
"expect,"
or
"anticipate"
will
occur,
and
other
similar
statements),
you
must
remember
that
our
expectations
may
not
be
correct,
even
though
we
believe
they
are
reasonable.
We
do
not
guarantee
that
the
transactions
and
events
described
will
happen
as
described
(or
that
they
will
happen
at
all).
You
should
review
this
presentation
with
the
understanding
that
actual
future
results
may
be
materially
different
from
what
we
expect.
Many
of
the
factors
that
will
determine
these
results
are
beyond
our
ability
to
control
or
predict.
You
are
cautioned
not
to
put
undue
reliance
on
any
forward-looking
statement.
We
do
not
intend,
and
undertake
no
obligation,
to
update
these
forward-looking
statements.
These
statements
involve
a
number
of
risks
and
uncertainties
that
could
cause
actual
results
to
differ
materially
from
those
expressed
or
implied
in
the
applicable
statements.
Such
risks
include:
(1) Changes in the markets for the Company’s business segments
(2) Changes in trends and demands in the markets in which the Company competes
(3) Unanticipated downturn in business relationships with customers or their purchases
(4) Competitive pressures on sales and pricing
(5) Raw material availability, increases in raw material costs, or other production costs
(6) Harsh weather conditions
(7) Future economic and financial conditions in the United States and around the world
(8) Inability of the Company to meet future capital requirements
(9) Claims, litigation and regulatory actions against the Company
(10) Changes in laws and regulations affecting the Company
(11) The Company’s ability to execute the components of its Strategic Business Evolution process
Myers Industries, Inc. encourages investors to learn more about these risk factors. A detailed
explanation of these factors is available in the Company’s publicly filed quarterly and annual reports,
which
can
be
found
online
at
www.myersind.com
and
at
the
SEC.gov
web
site.
2	

	

Why Myers
3
•
Significant progress in streamlining business
•
Enhanced platform to accelerate growth
•
Strong market positions; plan to further
penetrate expansion markets
•
Financially strong; disciplined capital
deployment
•
Dedicated to enhancing shareholder value	

	

4
Company at a Glance
Material Handling
Distribution
Two core businesses and reporting
segments:
Material Handling
•
Polymer-based returnable packaging
•
Polymer-based storage and safety products
•
Specialty molding
Distribution
•
Largest wholesale distributor of tools, supplies and
equipment for the tire, wheel and undervehicle
service segment industry; parts production
•
Manufacturer of repair and retread products
Notes:
Lawn
&
Garden
Segment
now
reported
as
discontinued
operations.
Scepter
sales
of
approximately
$100M
included
in
chart
above.	

	

Business Segments
Material Handling
Distribution
5	

	

Growth Drivers
6
Net Sales Growth
+
•
Select investments and acquisitions
•
Richer product mix
•
New markets and geographies
Profitability
+
•
Optimize capacity
•
Drive greater operating efficiency
•
Enhance product mix
Free Cash Flow
•
Sales growth and profitability improvement
•
Capital discipline	

	

Strategic Goals
Strategic & Financial Goals
•
Focus
on
markets
that
have
strong,
sustainable growth and profit
potential
•
Material Handling :
•
Liquid/Semi-liquid food products
•
Bulk packaging of dry, granular flowable products
•
Acquisitions
•
Distribution :
•
Auto dealer tire market
•
Value chain strategic customer partnerships
•
E-Commerce
•
Strategic geographic acquisitions
•
Invest
within
our
growth
platforms
for value creation
•
Drive
earnings
growth
faster
than
sales growth
•
Maintain
a
strong
and
flexible
balance sheet
7
•
Sales
Growth
>
2.0x
GDP
•
Gross Margin
> 30%
•
EPS
Growth > 20% CAGR
•
Free
Cash
Flow
>
100%
of
Net
Income
•
ROIC > Cost of Capital
•
Innovation/NPD > 10%
of Sales
•
Ops
Excellence
Savings
=
3%
of
COGS (gross)
Financial Goals	

	

Recent Announcements & Events
•
Acquisition of Scepter
•
Commencement of the sale of the Lawn & Garden Segment
•
Two-phase restructuring complete 
•
Engaged William Blair to assist with the sale process
•
Expect the sale to be completed by mid-2015
•
Reported as discontinued operations
•
Sale of WEK Industries, Inc. to Industrial Opportunity Partners
for
$20 million –
reported as discontinued operations
•
Segment reporting realignment
•
Two reportable segments from four
•
Material Handling
•
Distribution
8	

	

Growth Platforms
We will continuously upgrade Myers’
performance through:
Disciplined Portfolio Management and                           
Investment in Profitable Growth 
9	

	

Scepter Acquisition Overview
•
Completed $157 million acquisition of Scepter
Corporation (Canadian company) and Scepter
Manufacturing, LLC (US company), a manufacturer of
polymer products, July 2, 2014
•
Grows Material Handling Segment with adjacent products
and technologies, and expands end markets and
geographic reach
10	

	

Transaction Summary
Structure
•
Purchase price $157M
•
Increased senior secured revolving credit facility to $300M to fund
acquisition
•
Proceeds from the divestiture of Lawn & Garden Segment will be used
to pay down debt
•
Closed July 2, 2014
Financial Contribution
•
Sales of approximately $100M
•
Trailing 12 months EBITDA $23.5M
•
Increases Material Handling revenue by 30%
•
Anticipate realizing synergies of more than $2M annually
•
Expected returns > cost of capital
•
Immediate contribution to adjusted EPS
11	

	

Strong Combined Platform for Growth
Myers
Scepter
New Myers
Returnable packaging
Storage and safety
Specialty molding
Industrial
Marine
Consumer
Military
North America
Latin America
12	

	

Lawn & Garden Segment
•
Completed multi-phase restructuring of the segment
in 1H 2014
•
Announced commencement of the sale of Lawn &
Garden Segment June 2, 2014
•
As of second quarter 2014, the Lawn & Garden
Segment is being reported as discontinued
operations
•
Expect sale to be completed by mid-2015
13	

	

Solid Cash Flow Generation
14
Notes:
1)
Free cash flow calculated as cash flow from continuing operations less capital expenditures.
2)
Data has not been adjusted to reflect discontinued operations.
Free Cash Flow
Generating Free Cash Flow, Investing for the Future and
Returning Cash to Shareholders	

	

Strong & Flexible Balance Sheet
15
Note: 
1)
Net Debt-to-Capital ratio calculated as net debt/(net debt+equity).
2)
Net Debt at June 30, 2014 was $101.9M. Available liquidity at June 30, 2014 was $256.9M.
3)
Data has not been adjusted to reflect discontinued operations.
Net Debt-to-Capital
Maintaining strong balance sheet for investments and
returning capital to shareholders	

	

Balanced Approach to Capital Allocation
16
•
Core markets
•
Adjacencies
•
Dividends
•
Share repurchases
•
Debt reduction
Growth Through Acquisitions
Return Capital to Shareholders
Organic Growth
•
Reinvest in business
•
New product development
•
Process improvements
Investing for the future and returning cash to
shareholders	

	

Returning Cash to Shareholders
•
Increasing Dividends
•
Increased Q1 2014 quarterly dividend by 44% to $0.13 per share
17
Quarterly Dividends Paid
Notes re: quarterly dividends: 
1) Above adjusted for stock dividends and splits in 2000, 2001, 2002 and 2004.
2) In 2007 there was an additional special dividend (not shown above) of $0.28 or $9.9M accrued but not paid until 2008, resulting from a merger termination
payment.
•
Buying Back Shares
•
Invested $33M to buy back 2.8M shares from 2011 to 2013
•
Invested $44M to buy back 2.1M shares YTD June 2014
•
5 million shares remaining in Board authorization (as of 6-30-14)
$Millions Invested in Share Repurchases	

	

Why Myers
18
•
Significant progress in streamlining business
•
Enhanced platform to accelerate growth
•
Strong market positions; plan to further
penetrate expansion markets
•
Financially strong; disciplined capital
deployment
•
Dedicated to enhancing shareholder value	

	

19	

	

Management Team
John C. Orr, President & Chief Executive Officer
•
Named President and CEO May 2005
•
Previously President and COO, responsible for global manufacturing and
distribution
•
Prior General Manager of Buckhorn
•
Previous 28 years with Goodyear, including Vice President of Manufacturing for
North America and Director of Manufacturing for Latin America Division
Gregg Branning, SVP, Chief Financial Officer & Corporate Secretary
•
Joined Myers as CFO in September 2012
•
Previously VP of Finance and CFO of Danaher subsidiary, Thomson Industries, a
global industrial manufacturing business
•
Prior President of Danaher subsidiary, Accu-Sort, global developer and
manufacturer of technological products; also CFO of Joslyn Hi-Voltage
•
Prior to Danaher, 13 years with Hamilton Sundstrand & 7 in public accounting
20
More than 100 Years of Experience in Manufacturing	

	

Management Team
21
More than 100 Years of Experience in Manufacturing
Joel Grant, SVP & General Manager, Material Handling Segment
•
Named VP & General Manager, Material Handling Segment in November of 2010, with
his title changing to Senior VP & General Manager in July of 2011
•
Previously Managing Director of Material Handling & GM of Buckhorn
•
Prior Director of Operations of Material Handling, Director
of Sales & Marketing,
Buckhorn, and Director of Sales, Buckhorn
•
Over 13 years of experience with the Sonoco Products Company and
seven years with
Continental Group of New York (division sold to Sonoco Products)
Alex Williamson, VP & General Manager, Distribution Segment
•
Joined Myers as VP & General Manager, Distribution Segment in June 2014
•
Previously Co-President of Seaman Corporation
•
Held senior leadership positions at Noveon Inc. (now Lubrizol)
•
Over 24 years of experience in business management and an extensive background in
marketing, sales, chemistry, and product engineering	

	

Material Handling Macro Indicators
22
MHEM (Material Handling Equipment) Index
Source: Material Handling Industry July 2014 Forecast
MHI forecasts new orders of material handling equipment to increase 7.0%
in 2014 and shipments are forecasted to increase 8.3% in 2014. 	

	

Distribution Macro Indicators
23
Replacement Tire Shipments; Miles Driven; Fuel Prices
Source: JP Morgan, RMA, Energy Information Administration, July 2014