MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

	Three Months Ended						Six Months Ended						Three Months Ended						Six Months Ended
	July 1, 2018			July 2, 2017			July 1, 2018			July 2, 2017
(millions of dollars)													June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018
	(millions of dollars)
Consolidated net income	$	45.2		$	43.8		$	86.3		$	79.4		$	27.6		$	45.2		$	67.6		$	86.3
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments		(54.5	)		13.1			(39.1	)		26.1			(18.7	)		(54.5	)		(19.1	)		(39.1	)
Pension and postretirement plan adjustments		1.9			1.3			3.7			2.5			1.7			1.9			3.3			3.7
Unrealized gains (losses) on derivatives		(1.3	)		(0.4	)		0.3			(0.3	)
Total other comprehensive income (loss), net of tax		(53.9	)		14.0			(35.1	)		28.3
Unrealized gains (losses) on derivative instruments														(3.3	)		(1.3	)		(2.1	)		0.3
Total other comprehensive loss, net of tax														(20.3	)		(53.9	)		(17.9	)		(35.1	)
Total comprehensive income (loss) including non-controlling interests		(8.7	)		57.8			51.2			107.7			7.3			(8.7	)		49.7			51.2
Comprehensive income (loss) attributable to non-controlling interests		0.5			(1.2	)		(1.3	)		(2.7	)		(0.8	)		0.5			(2.2	)		(1.3	)
Comprehensive income (loss) attributable to MTI	$	(8.2	)	$	56.6		$	49.9		$	105.0
Comprehensive income (loss) attributable to Minerals Technologies Inc.													$	6.5		$	(8.2	)	$	47.5		$	49.9

See accompanying Notes to Condensed Consolidated Financial Statements.

~~Index~~

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED BALANCE SHEETS

July 1,
2018*

December 31,
2017**

(millions of dollars)
ASSETS

Current assets:
Cash and cash equivalents $ 203.0 $ 212.2
Short-term investments, at cost which approximates market 2.9 2.7
Accounts receivable, net 420.3 383.0
Inventories 235.5 219.3
Prepaid expenses and other current assets 37.4 35.0
Total current assets 899.1 852.2

Property, plant and equipment 2,254.2 2,219.6
Less accumulated depreciation and depletion (1,132.3 ) (1,158.3 )
Property, plant and equipment, net 1,121.9 1,061.3
Goodwill 810.6 779.3
Intangible assets 212.4 196.5
Deferred income taxes 25.6 25.6
Other assets and deferred charges 58.8 55.5
Total assets $ 3,128.4 $ 2,970.4

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
Short-term debt $ 118.2 $ 6.3
Current maturities of long-term debt 3.0 3.8
Accounts payable 195.7 179.0
Other current liabilities 115.5 120.9
Total current liabilities 432.4 310.0

Long-term debt, net of unamortized discount and deferred financing costs 966.1 959.8
Deferred income taxes 163.5 159.4
Accrued pension and post-retirement benefits 142.1 155.0
Other non-current liabilities 106.9 107.1
Total liabilities 1,811.0 1,691.3

Shareholders' equity:
Common stock 4.9 4.9
Additional paid-in capital 426.9 422.7
Retained earnings 1,687.7 1,607.2
Accumulated other comprehensive loss (220.2 ) (186.1 )
Less common stock held in treasury (610.4 ) (597.0 )

Total MTI shareholders' equity 1,288.9 1,251.7
Non-controlling interests 28.5 27.4
Total shareholders' equity 1,317.4 1,279.1
Total liabilities and shareholders' equity $ 3,128.4 $ 2,970.4

(millions of dollars)	June 30, 2019*			Dec. 31, 2018 **
ASSETS

Current assets:
Cash and cash equivalents	$	214.5		$	208.8
Short-term investments		5.2			3.8
Accounts receivable, net		411.9			387.3
Inventories		258.4			239.2
Prepaid expenses and other current assets		41.1			37.2
Total current assets		931.1			876.3

Property, plant and equipment		2,246.8			2,256.0
Less accumulated depreciation and depletion		(1,177.7	)		(1,153.1	)
Property, plant and equipment, net		1,069.1			1,102.9
Goodwill		807.9			812.4
Intangible assets		207.9			214.1
Deferred income taxes		25.4			26.3
Other assets and deferred charges		108.0			55.1
Total assets	$	3,149.4		$	3,087.1

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
Short-term debt	$	104.2		$	105.2
Current maturities of long-term debt		2.1			3.3
Accounts payable		188.2			169.1
Other current liabilities		111.1			104.3
Total current liabilities		405.6			381.9

Long-term debt, net of unamortized discount and deferred financing costs		874.2			907.8
Deferred income taxes		194.2			196.8
Accrued pension and post-retirement benefits		123.0			124.2
Other non-current liabilities		130.8			91.1
Total liabilities		1,727.8			1,701.8

Shareholders' equity:
Common stock		4.9			4.9
Additional paid-in capital		435.3			431.9
Retained earnings		1,842.2			1,769.1
Accumulated other comprehensive loss		(262.8	)		(233.7	)
Less common stock held in treasury		(628.7	)		(618.7	)

Total Minerals Technologies Inc. shareholders' equity		1,390.9			1,353.5
Non-controlling interests		30.7			31.8
Total shareholders' equity		1,421.6			1,385.3
Total liabilities and shareholders' equity	$	3,149.4		$	3,087.1

Unaudited

**	Condensed from audited financial statements

See accompanying Notes to Condensed Consolidated Financial Statements.

~~Index~~

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended						Six Months Ended
	July 1, 2018			July 2, 2017
(millions of dollars)							June 30, 2019			July 1, 2018
	(millions of dollars)
Operating Activities:

Consolidated net income	$	86.3		$	79.4		$	67.6		$	86.3

Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion and amortization		44.5			43.2			48.9			44.5
Non-cash debt modification fees		-			1.8
Amortization of right of use asset								6.6			—
Asset impairment charges								7.5			—
Other non-cash items		(2.0	)		4.7			4.5			(2.0	)
Pension plan funding		(12.3	)		(3.1	)		(3.1	)		(12.3	)
Net changes in operating assets and liabilities		(36.3	)		(48.4	)		(33.7	)		(36.3	)
Net cash provided by operating activities		80.2			77.6			98.3			80.2

Investing Activities:

Purchases of property, plant and equipment, net		(42.1	)		(33.1	)		(35.5	)		(42.1	)
Acquisition of business, net of cash acquired		(124.1	)		-			—			(124.1	)
Proceeds from sale of short-term investments		1.8			-			3.4			1.8
Purchases of short-term investments		(2.5	)		(2.7	)		(4.7	)		(2.5	)
Other investing activities								(0.8	)		—
Net cash used in investing activities		(166.9	)		(35.8	)		(37.6	)		(166.9	)

Financing Activities:

Debt issuance costs		(1.4	)		-			—			(1.4	)
Repayment of long-term debt		(6.6	)		(54.8	)		(36.6	)		(6.6	)
Issuance of short-term debt		113.0			-
Proceeds from issuance of short-term debt								—			113.0
Repayment of short-term debt		(1.1	)		-			(1.1	)		(1.1	)
Purchase of common shares for treasury		(13.3	)		-
Purchase of common stock for treasury								(10.0	)		(13.3	)
Proceeds from issuance of stock under option plan		1.9			2.5			0.4			1.9
Excess tax benefits related to stock incentive programs		(3.2	)		(3.5	)		(1.9	)		(3.2	)
Dividends paid to non-controlling interests		(0.2	)		(1.7	)		(3.9	)		(0.2	)
Capital contribution from non-controlling interests								0.6			—
Cash dividends paid		(3.5	)		(3.5	)		(3.5	)		(3.5	)
Net cash provided by (used in) financing activities		85.6			(61.0	)
Net cash used in financing activities								(56.0	)		85.6

Effect of exchange rate changes on cash and cash equivalents		(8.1	)		8.4			1.0			(8.1	)

Net decrease in cash and cash equivalents		(9.2	)		(10.8	)
Net increase (decrease) in cash and cash equivalents								5.7			(9.2	)
Cash and cash equivalents at beginning of period		212.2			188.5			208.8			212.2
Cash and cash equivalents at end of period	$	203.0		$	177.7		$	214.5		$	203.0

Supplemental disclosure of cash flow information:
Interest paid	$	22.1		$	22.0		$	21.9		$	22.1
Income taxes paid	$	20.9		$	29.3		$	13.7		$	20.9

Non-cash financing activities:
Treasury stock purchases settled after period end	$	0.3		$	-		$	—		$	0.3

See accompanying Notes to Condensed Consolidated Financial Statements.

~~Index~~

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(Unaudited)

	Equity Attributable to Minerals Technologies Inc.
(millions of dollars)	Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Non-controlling Interests			Total
Balance as of December 31, 2018	$	4.9	$	431.9	$	1,769.1		$	(233.7	)	$	(618.7	)	$	31.8		$	1,385.3

Net income		—		—		39.1			—			—			0.9			40.0
Other comprehensive income		—		—		—			1.9			—			0.5			2.4
Dividends declared		—		—		(1.7	)		—			—			—			(1.7	)
Dividends paid to non-controlling interests		—		—		—			—			—			(0.1	)		(0.1	)
Cumulative effect of accounting change		—		—		10.9			(10.9	)		—			—			—
Capital contribution from non-controlling interests		—		—		—			—			—			0.8			0.8
Issuance of shares pursuant to employee stock compensation plans		—		0.1		—			—			—			—			0.1
Stock-based compensation		—		0.6		—			—			—			—			0.6
Balance as of March 31, 2019	$	4.9	$	432.6	$	1,817.4		$	(242.7	)	$	(618.7	)	$	33.9		$	1,427.4

Net income		—		—		26.6			—			—			1.0			27.6
Other comprehensive income		—		—		—			(20.1	)		—			(0.2	)		(20.3	)
Dividends declared		—		—		(1.8	)		—			—			—			(1.8	)
Dividends paid to non-controlling interests		—		—		—			—			—			(3.8	)		(3.8	)
Capital contribution from non-controlling interests		—		—		—			—			—			(0.2	)		(0.2	)
Issuance of shares pursuant to employee stock compensation plans		—		0.2		—			—			—			—			0.2
Stock-based compensation		—		2.5		—			—			—			—			2.5
Purchase of common stock for treasury		—		—		—			—			(10.0	)		—			(10.0	)
Balance as of June 30, 2019	$	4.9	$	435.3	$	1,842.2		$	(262.8	)	$	(628.7	)	$	30.7		$	1,421.6

	Equity Attributable to Minerals Technologies Inc.
(millions of dollars)	Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Non-controlling Interests			Total
Balance as of December 31, 2017	$	4.9	$	422.7	$	1,607.2		$	(186.1	)	$	(597.0	)	$	27.4		$	1,279.1

Net income		—		—		39.9			—			—			1.2			41.1
Other comprehensive income (loss)		—		—		—			18.2			—			0.5			18.7
Dividends declared		—		—		(1.8	)		—			—			—			(1.8	)
Dividends paid to non-controlling interests		—		—		—			—			—			(0.1	)		(0.1	)
Issuance of shares pursuant to employee stock compensation plans		—		0.5		—			—			—			—			0.5
Purchase of common stock for treasury		—		—		—			—			(5.7	)		—			(5.7	)
Balance as of April 1, 2018	$	4.9	$	423.2	$	1,645.3		$	(167.9	)	$	(602.7	)	$	29.0		$	1,331.8

Net income		—		—		44.1			—			—			1.1			45.2
Other comprehensive income (loss)		—		—		—			(52.3	)		—			(1.6	)		(53.9	)
Dividends declared		—		—		(1.7	)		—			—			—			(1.7	)
Dividends paid to non-controlling interests		—		—		—			—			—			—			—
Issuance of shares pursuant to employee stock compensation plans		—		1.4		—			—			—			—			1.4
Stock based compensation		—		2.3		—			—			—			—			2.3
Purchase of common stock for treasury		—		—		—			—			(7.7	)		—			(7.7	)
Balance as of July 1, 2018	$	4.9	$	426.9	$	1,687.7		$	(220.2	)	$	(610.4	)	$	28.5		$	1,317.4

See Notes to Consolidated Financial Statements, which are an integral part of these statements.

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

~~Note 1.~~

~~Basis of Presentation and~~ ~~Summary of Significant Accounting Policies~~

Note 1. Basis of Presentation and Summary of Significant Accounting Policies

The accompanying unaudited condensed consolidated financial statements have been prepared by management of Minerals Technologies Inc. (the “Company”, “MTI”, “we”, or “us”) in accordance with the rules and regulations of the United States Securities and Exchange Commission. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles have been condensed or omitted. Therefore, these financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, ~~2017.~~2018. In the opinion of management, all adjustments, consisting solely of normal recurring adjustments necessary for a fair presentation of the financial information for the periods indicated, have been included. The results for the three-month and six-month periods ended ~~July 1, 2018~~June 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, ~~2018.~~2019.

~~Certain reclassifications were made to prior year amounts to conform to current year presentation as a result of the adoption of ASU 2017-07.~~

Company Operations

The Company is a resource- and technology-based company that develops, produces and markets worldwide a broad range of specialty mineral, mineral-based and synthetic mineral products and supporting systems and services.

The Company has four reportable segments: Performance Materials, Specialty Minerals, Refractories and Energy Services.

–

The Performance Materials segment is a leading global supplier of bentonite and bentonite-related products, chromite and leonardite. This segment also provides products for non-residential construction, environmental and infrastructure projects worldwide, serving customers engaged in a broad range of construction projects.

- The Specialty Minerals segment produces and sells the synthetic mineral product precipitated calcium carbonate ("PCC") and processed mineral product quicklime ("lime"), and mines mineral ores then processes and sells natural mineral products, primarily limestone and talc.

–	The Specialty Minerals segment produces and sells the synthetic mineral product precipitated calcium carbonate (“PCC”) and processed mineral product quicklime (“lime”), and mines mineral ores then processes and sells natural mineral products, primarily limestone and talc.

- The Refractories segment produces and markets monolithic and shaped refractory materials and specialty products, services and application and measurement equipment, and calcium metal and metallurgical wire products.

- The Energy Services segment provides services to improve the production, costs, compliance, and environmental impact of activities performed in the oil and gas industry. This segment offers a range of patented and unpatented technologies, products and services to the upstream and downstream oil and gas sector throughout the world.

–	The Refractories segment produces and markets monolithic and shaped refractory materials and specialty products, services and application and measurement equipment, and calcium metal and metallurgical wire products.

–

The Energy Services segment provides services to improve the production, costs, compliance, and environmental impact of activities performed in the oil and gas industry. This segment offers a range of patented and unpatented technologies, products and services to the upstream and downstream oil and gas sector throughout the world.

Use of Estimates

The Company employs accounting policies that are in accordance with U.S. generally accepted accounting principles and require management to make estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reported period. Significant estimates include those related to revenue recognition, valuation of long-lived assets, goodwill and other intangible assets, income taxes, including valuation allowances, and pension plan assumptions. Actual results could differ from those estimates.

Recently Issued Accounting Standards

Changes to accounting principles generally accepted in the United States of America (U.S. GAAP) are established by the Financial Accounting Standards Board (FASB) in the form of accounting standards updates (ASUs) to the FASB’s Accounting Standards Codification. The Company considers the applicability and impact of all ASUs. All recently issued ASUs ~~not listed below~~ were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position and results of operations.

~~Index~~

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

~~Index~~

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

~~Note 15.~~

~~Non-controlling interests~~

~~The following is a reconciliation of beginning and ending total equity, equity attributable to MTI, and equity attributable to non-controlling interests:~~

Equity Attributable to MTI

Common
Stock

Additional
Paid-in
Capital

Retained
Earnings

Accumulated
Other
Comprehensive
Income (Loss)

Treasury
Stock

Non-controlling
Interests
Total
(millions of dollars)
Balance as of December 31, 2017 $ 4.9 $ 422.7 $ 1,607.2 $ (186.1 ) $ (597.0 ) $ $ 27.4 $ 1,279.1

Net income - - 84.0 - - 2.3 86.3
Other comprehensive income (loss) - - - (34.1 ) - (1.0 ) (35.1 )
Dividends declared - - (3.5 ) - - - (3.5 )
Dividends to non-controlling interests - - - - - (0.2 ) (0.2 )
Issuance of shares pursuant to employee stock compensation plans - 1.9 - - - - 1.9
Stock based compensation - 2.3 - - - - 2.3
Purchase of common stock - - - (13.3 ) - (13.3 )
Balance as of July 1, 2018 $ 4.9 $ 426.9 $ 1,687.7 $ (220.2 ) $ (610.4 ) $ 28.5 $ 1,317.4

~~The income attributable to non-controlling interests for the six-month periods ended July 1, 2018 and July 2, 2017 was from continuing operations. The remainder of income was attributable to MTI.~~

~~Note 16.~~

Note 16. Segment and Related Information

On a regular basis, the Company reviews its segments and the approach used by the chief operating decision maker to assess performance and allocate resources. The Company has four reportable segments: Performance Materials, Specialty Minerals, Refractories and Energy Services. See Note 1 to the Condensed Consolidated Financial Statements. Segment information for the three and six-month periods ended June 30, 2019 and July 1, 2018 ~~and July 2, 2017~~ is as follows:

	Three Months Ended				Six Months Ended				Three Months Ended				Six Months Ended
	July 1, 2018		July 2, 2017		July 1, 2018		July 2, 2017
(millions of dollars)									June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018
	(millions of dollars)
Net Sales
Performance Materials	$	214.5	$	180.3	$	401.8	$	350.2	$	215.4	$	214.5	$	414.6	$	401.8
Specialty Minerals		150.9		147.0		300.5		293.2		145.1		150.9		289.5		300.5
Refractories		79.6		68.9		154.9		139.1		77.5		79.6		151.3		154.9
Energy Services		19.7		17.9		38.8		36.6		25.8		19.7		46.1		38.8
Total	$	464.7	$	414.1	$	896.0	$	819.1	$	463.8	$	464.7	$	901.5	$	896.0

Income from Operations
Performance Materials	$	29.6	$	32.2	$	55.8	$	61.0	$	20.7	$	29.6	$	47.0	$	55.8
Specialty Minerals		25.1		26.9		49.2		51.3		20.0		25.1		42.0		49.2
Refractories		10.3		10.5		23.1		19.7		7.1		10.3		19.2		23.1
Energy Services		0.7		0.8		2.2		2.5		0.9		0.7		3.3		2.2
Total	$	65.7	$	70.4	$	130.3	$	134.5	$	48.7	$	65.7	$	111.5	$	130.3

~~Index~~

~~MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS~~

~~(Unaudited)~~

A reconciliation of the totals reported for the operating segments to the applicable line items in the condensed consolidated financial statements is as follows:

	Income From Operations Before Provision For Taxes on Income												Three Months Ended						Six Months Ended
	Three Months Ended						Six Months Ended
	July 1, 2018			July 2, 2017			July 1, 2018			July 2, 2017
(millions of dollars)													June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018
	(millions of dollars)
Income from operations for reportable segments	$	65.7		$	70.4		$	130.3		$	134.5		$	48.7		$	65.7		$	111.5		$	130.3
Acquisition-related transaction and integration costs		(1.0	)		(0.8	)		(1.4	)		(2.3	)
Acquisition related transaction and integration costs														—			(1.0	)		—			(1.4	)
Unallocated corporate expenses		(1.9	)		(0.6	)		(3.5	)		(1.1	)		(3.2	)		(1.9	)		(4.0	)		(3.5	)
Consolidated income from operations		62.8			69.0			125.4			131.1			45.5			62.8			107.5			125.4
Non-operating deductions, net		(8.4	)		(11.9	)		(21.8	)		(28.5	)		(13.3	)		(8.4	)		(26.1	)		(21.8	)
Income from continuing operations before provision for taxes on income	$	54.4		$	57.1		$	103.6		$	102.6
Income from operations before tax and equity in earnings													$	32.2		$	54.4		$	81.4		$	103.6

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

The Company's sales by product category are as follows:

	Three Months Ended				Six Months Ended				Three Months Ended				Six Months Ended
	July 1, 2018		July 2, 2017		July 1, 2018		July 2, 2017
(millions of dollars)									June 30, 2019		July 1, 2018		June 30, 2019		July 1, 2018
	(millions of dollars)
Metalcasting	$	88.8		75.7		168.0		142.3	$	75.8	$	88.8	$	149.0	$	168.0
Household, Personal Care & Specialty Products		58.6		39.7		107.3		80.8		69.0		58.6		143.9		107.3
Environmental Products		25.2		19.6		37.9		30.2		29.0		25.2		44.9		37.9
Building Materials		18.0		20.2		36.9		37.6		19.1		18.0		34.4		36.9
Basic Minerals		23.9		25.1		51.7		59.3		22.5		23.9		42.4		51.7
Performance Materials										215.4		214.5		414.6		401.8

Paper PCC		94.5		92.3		191.5		185.7		90.2		94.5		181.7		191.5
Specialty PCC		17.3		17.4		34.3		34.4		17.3		17.3		35.4		34.3
Ground Calcium Carbonate		25.2		23.3		47.7		44.8		24.8		25.2		47.1		47.7
Talc		13.9		14.0		27.0		28.3		12.8		13.9		25.3		27.0
Specialty Minerals										145.1		150.9		289.5		300.5

Refractory Products		66.7		56.1		129.0		112.8		61.0		66.7		123.0		129.0
Metallurgical Products		12.9		12.8		25.9		26.3		16.5		12.9		28.3		25.9
Refractories										77.5		79.6		151.3		154.9

Energy Services		19.7		17.9		38.8		36.6		25.8		19.7		46.1		38.8
Total	$	464.7	$	414.1	$	896.0	$	819.1	$	463.8	$	464.7	$	901.5	$	896.0

~~Index~~

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and Board of Directors

Minerals Technologies Inc.:

Results of Review of Interim Financial Information

We have reviewed the condensed consolidated balance sheet of Minerals Technologies Inc. and subsidiaries (the Company) as of ~~July 1, 2018,~~June 30, 2019, the related condensed consolidated statements of income and comprehensive income for the three-month and six-month periods ended June 30, 2019 and July 1, 2018, ~~and July 2, 2017,~~ the related condensed consolidated statements of shareholder's equity and cash flows for the six-month periods ended June 30, 2019 and July 1, 2018, ~~and July 2, 2017,~~ and the related notes (collectively, the consolidated interim financial information). Based on our reviews, we are not aware of any material modifications that should be made to the consolidated interim financial information for it to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheet of the Company as of December 31, ~~2017,~~2018, and the related consolidated statements of income and comprehensive income, shareholders’ equity, and cash flows for the year then ended (not presented herein); and in our report dated February ~~16, 2018,~~15, 2019, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, ~~2017,~~2018, is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

Basis for Review Results

This consolidated interim financial information is the responsibility of the Company’s management. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our reviews in accordance with the standards of the PCAOB. A review of consolidated interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the PCAOB, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

/s/ KPMG LLP

New York, New York

August ~~3, 2018~~2, 2019

~~Index~~

~~ITEM 2.~~

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Executive Summary

~~Consolidated~~Our consolidated sales for the second quarter of ~~2018~~2019 were ~~$464.7~~$463.8 million, as compared with ~~$414.1~~$464.7 million in the prior year. Income from operations was ~~$62.8~~$45.5 million and represented ~~13.5%~~9.8% of sales, as compared with ~~$69.0~~$62.8 million and ~~16.7%~~13.5% of sales in the prior year. Included in income from operations for the second quarter of 2019 were restructuring and other costs of $13.2 million. In addition, we recorded a $2.5 million bad debt reserve related to a customer bankruptcy. Net income was ~~$44.1~~$26.6 million, as compared to ~~$43.0~~$44.1 million in the second quarter of ~~2017.~~

2018. Diluted earnings in the ~~second~~ quarter ended ~~July 1, 2018~~June 30, 2019 were ~~$1.24~~$0.75 per share compared with ~~$1.21~~$1.24 per share in ~~2017. Included~~2018.

During the second quarter of 2019, we initiated a restructuring and cost savings program to better align our costs and organizational structure with the current market environment. We recorded a $7.5 million non-cash impairment of assets charge and $5.7 million in ~~pre-tax income and earnings per share were $1.0 million of acquisition-related transaction and integration~~other restructuring costs ~~$0.4 million of restructuring charges and $0.5 million of non-cash inventory step-up charges.~~

The Company continued to advance the execution of its growth strategies of geographic expansion and new product innovation and development with a focus on operational excellence and productivity improvements. As a result, our sales in China and Asia continue to grow, driven by increased penetration in China from our Metalcasting business.

On April 30, 2018, the Company completed the acquisition of Sivomatic Holding B.V. (“Sivomatic”), a leading European supplier of premium pet litter products. Sivomatic is a vertically integrated manufacturer, with production facilities in the ~~Netherlands, Austria and Turkey. With a leading position in premier clumping products, their product portfolio spans~~second quarter of 2019. We expect to realize annualized savings from this restructuring program of approximately $12 million by the ~~range~~first half of ~~pet litter derived from bentonite, sourced predominantly from wholly-owned mines in Turkey.~~2020.

Our balance sheet continues to be strong. Cash, cash equivalents and short-term investments were ~~$205.9~~$219.7 million as of ~~July 1, 2018.~~June 30, 2019. We repaid $37 million of our debt in the first half of 2019. Our intention iscontinues to be to maintain a balanced approach to capital deployment, by using excess cash flow for investments in growth, debt reduction and selective share repurchases.

Outlook

Looking forward, we remain cautious about the state of the global economy and the impact it will have on our product lines.

The Company will continue to focus on innovation and new product development and other opportunities for sales growth in ~~2018~~2019 from its existing businesses, as follows:

·●

Increase our presence and gain penetration of our bentonite-based foundry customers for the Metalcasting industry in emerging markets, such as China and India.

●

Increase our presence and market share in global pet care products, particularly in emerging markets.

●

Deploy new products in pet care such as lightweight litter.

●

Increase our presence and market share in Asia and in the global powdered detergent market.

●

Continue the development of our proprietary Enersol® products for agricultural applications worldwide.

●

Pursue opportunities for our products in environmental and building and construction markets in the Middle East, Asia Pacific and South America regions.

●

Increase our presence and market share for geosynthetic clay liners within the Environmental Products product line.

●

Develop multiple high-filler technologies under the FulFill® platform of products, to increase the ~~PCC~~ fill rate in freesheet paper and continue to progress with commercial discussions and full-scale paper machine trials.

·●

Develop products and processes for waste management and recycling opportunities to reduce the environmental impact of the paper mill, reduce energy consumption and improve the sustainability of the papermaking process, including our NewYield^® and ENVIROFIL^®products.

·●

Further penetration into the packaging segment of the paper industry.

·●

Increase our sales of PCC for paper by further penetration of the markets for paper filling at both freesheet and groundwood mills, particularly in emerging markets.

·●

Expand the Company's PCC coating product line using the satellite model.

~~Increase our presence and gain penetration of our bentonite based foundry customers for the Metalcasting industry in emerging markets, such as China and India.~~

~~Increase our presence and market share in global pet care products, particularly in emerging markets.~~

~~Deploy new products in pet care such as lightweight litter.~~

·●

Promote the Company's expertise in crystal engineering, especially in helping papermakers customize PCC morphologies for specific paper applications.

·●

Expand PCC produced for paper filling applications by working with industry partners to develop new methods to increase the ratio of PCC for fiber substitutions.

·●

Develop unique calcium carbonate and talc products used in the manufacture of novel biopolymers, a new market opportunity.

~~Index~~

·●

Deploy new talc and GCC products in paint, coating and packaging applications.

·●

Deploy value-added formulations of refractory materials that not only reduce costs but improve performance.

~~Expand our solid core wire product line into BRIC, Middle Eastern and other Asian countries.~~

·●

Deploy our laser measurement technologies into new applications.

·●

Expand our refractory maintenance model to other steel makers globally.

~~Increase our presence and market share in Asia and in the global powdered detergent market.~~

~~Continue the development of our proprietary Enersol® products for agricultural applications worldwide.~~

~~Pursue opportunities for our products in environmental and building and construction markets in the Middle East, Asia Pacific and South America regions.~~

~~Increase our presence and market share for geosynthetic clay liners within the Environmental Products product line.~~

·●

Increase our presence and market penetration in offshore produced water and offshore filtration and well testing within the Energy Services segment.

·●

Deploy operational excellence principles into all aspects of the organization, including system infrastructure and lean principles.

·●

Continue to explore selective acquisitions to fit our core competencies in minerals and fine particle technology.

However, there can be no assurance that we will achieve success in implementing any one or more of these opportunities.

~~Index~~

Results of Operations

Three months ended ~~July 1, 2018~~June 30, 2019 as compared with three months ended July ~~2, 2017~~1, 2018

Consolidated Income Statement Review

	Three Months Ended						Growth			Three Months Ended
	July 1, 2018			July 2, 2017			%
(millions of dollars)										June 30, 2019			July 1, 2018			% Growth
	(Dollars in millions)
Net sales	$	464.7		$	414.1			12	%	$	463.8		$	464.7			—
Cost of sales		348.8			294.4			18	%		351.8			348.8			1	%
Production margin		115.9			119.7			-3	%		112.0			115.9			(3	)%
Production margin %		24.9	%		28.9	%					24.1	%		24.9	%

Marketing and administrative expenses		45.3			43.6			4	%		48.4			45.3			7	%
Research and development expenses		6.4			6.1			5	%		4.9			6.4			(23	)%
Acquisition-related integration costs		1.0			0.8			25	%
Acquisition related transaction and integration costs											—			1.0			(100	)%
Restructuring and other items, net		0.4			0.2			*			13.2			0.4			3,200	%

Income from operations		62.8			69.0			-9	%		45.5			62.8			(28	)%
Operating margin %		13.5	%		16.7	%					9.8	%		13.5	%

Interest expense, net		(11.5	)		(10.2	)		13	%		(10.9	)		(11.5	)		(5	)%
Other non-operating income (deductions), net		3.1			(1.7	)		*			(2.4	)		3.1			(177	)%
Total non-operating deductions, net		(8.4	)		(11.9	)		-29	%		(13.3	)		(8.4	)		58	%

Income from continuing operations before provision for taxes and equity in earnings		54.4			57.1			-5	%
Income from operations before tax and equity in earnings											32.2			54.4			(41	)%
Provision for taxes on income		10.3			13.4			-23	%		5.1			10.3			(50	)%
Effective tax rate		18.9	%		23.5	%					15.8	%		18.9	%

Equity in earnings of affiliates, net of tax		1.1			0.1			*			0.5			1.1			(55	)%

Net income		45.2			43.8			3	%		27.6			45.2			(39	)%

Net income attributable to non-controlling interests		1.1			0.8			38	%		1.0			1.1			(9	)%
Net income attributable to Minerals Technologies Inc. (MTI)	$	44.1		$	43.0			3	%
Net income attributable to Minerals Technologies Inc.										$	26.6		$	44.1			(40	)%

*	~~Not meaningful~~

Net Sales

	Three Months End July 1, 2018					% Growth			Three Months Ended July 2, 2017					Three Months Ended June 30, 2019								Three Months Ended July 1, 2018
	Net Sales		% of Total Sales			% Growth			Net Sales		% of Total Sales
(millions of dollars)														Net Sales		% of Total Sales			% Growth			Net Sales		% of Total Sales
	(Dollars in millions)
U.S.	$	249.0		53.6	%		5	%	$	237.2		57.3	%	$	253.3		54.6	%		2	%	$	249.0		53.6	%
International		215.7		46.4	%		22	%		176.9		42.7	%		210.5		45.4	%		(2	)%		215.7		46.4	%
Total sales	$	464.7		100.0	%		12	%	$	414.1		100.0	%	$	463.8		100.0	%		0	%	$	464.7		100.0	%

Performance Materials Segment	$	214.5		46.2	%		19	%	$	180.3		43.5	%	$	215.4		46.4	%		0	%	$	214.5		46.2	%
Specialty Minerals Segment		150.9		32.5	%		3	%		147.0		35.6	%		145.1		31.3	%		(4	)%		150.9		32.5	%
Refractories		79.6		17.1	%		16	%		68.9		16.6	%
Refractories Segment															77.5		16.7	%		(3	)%		79.6		17.1	%
Energy Services Segment		19.7		4.2	%		10	%		17.9		4.3	%		25.8		5.6	%		31	%		19.7		4.2	%
Total sales	$	464.7		100.0	%		12	%	$	414.1		100.0	%	$	463.8		100.0	%		0	%	$	464.7		100.0	%

~~Index~~

Worldwide net sales ~~increased 12%~~decreased slightly to ~~$464.7~~ $463.8 million in the second quarter from ~~$414.1~~$464.7 million in the prior year. ~~Included in net sales in the quarter are $14.1 million of net sales of Sivomatic.~~ Foreign exchange had ~~a favorable~~an unfavorable impact on sales of approximately ~~$9 million, or 2%~~3%.

Net sales in the United States increased 5% to ~~$249.0~~$253.3 million from ~~$237.2~~$249.0 million in the prior year. International sales ~~increased 22%~~decreased 2% to ~~$215.7~~$210.5 million from ~~$176.9~~$215.7 million in the prior year.

Operating Costs and Expenses

Cost of sales was ~~$348.8~~$351.8 million and ~~75.1%~~75.9% of sales as compared with ~~$294.4~~$348.8 million and ~~71.1%~~75.1% of sales in the prior year. This increase was due primarily to higher raw material, logistics and energy costs inacross all segments. ~~Additionally, there~~

Marketing and administrative costs were $48.4 million and 10.4% of sales compared to $45.3 million and 9.7% of sales in the prior year. Included in the marketing and administrative costs for the three months ended June 30, 2019 was bad debt expense of $2.5 million relating to the bankruptcy of a ~~$0.5~~Refractories customer in the U.K.

Research and development expenses were $4.9 million, ~~inventory step-up~~as compared with $6.4 million in the prior year, and represented 1.1% of sales compared with 1.4% of sales.

The Company recorded a $13.2 million charge for the impairment of assets and other restructuring costs during the three months ended June 30, 2019 to better align our costs and organizational structure with the market environment.

The Company recorded charges of $0.4 million and $1.0 million for restructuring costs and acquisition related transaction and integration costs, respectively during the three months ended July 1, 2018.

~~Marketing and administrative costs were $45.3 million and 9.7% of sales compared to $43.6 million and 10.5% of sales in prior year.~~

~~Research and development expenses were $6.4 million, as compared with $6.1 million in the prior year, and represented 1.4% of sales compared with 1.5% of sales.~~

The Company incurred charges of $1.0 million and $0.8 million for acquisition-related transaction and integration costs and $0.4 million and $0.2 million of restructuring charges during the three months ended July 1, 2018 and July 2, 2017, respectively.

Income from Operations

The Company recorded income from operations of ~~$62.8~~$45.5 million as compared to ~~$69.0~~$62.8 million in the prior year. Operating income during the three months ended ~~July 1, 2018,~~June 30, 2019 includes ~~acquisition-related transaction~~a $13.2 million charge for impairment of assets and ~~integration costs~~other restructuring costs. In addition, the Company recorded a $2.5 million bad-debt reserve relating to the bankruptcy of ~~$1.0 million, restructuring charges of approximately $0.4 million, and~~ a ~~$0.5 million inventory step-up charge.~~Refractories customer in the U.K. Operating income during the three months ended July ~~2, 2017,~~1, 2018 includes ~~acquisition-related~~$0.4 million of restructuring costs and $1.0 million of acquisition related transaction and integration ~~costs of $0.8 million and restructuring charges of $0.2 million.~~costs.

Other Non-Operating Income (Deductions)

In the second quarter of ~~2018,~~2019, non-operating deductions were ~~$8.4~~$13.3 million as compared with ~~$11.9~~$8.4 million in the prior year. This ~~decrease~~increase was primarily ~~related~~attributable to foreign exchange gains of $0.1 million in the current year ~~due to~~as compared with foreign exchange gains of $4.9 million in the ~~stronger US dollar.~~prior year.

Provision for Taxes on Income

Provision for taxes on income was ~~$10.3~~$5.1 million as compared to $13.4 million in the prior year. The effective tax rate was 18.9% as compared to 23.5% in prior year. The reduction in the effective tax rate during 2018 was primarily due to the U.S. Tax Cuts and ~~Jobs Act (“U.S. Tax Reform”) which was enacted in December 2017.~~

~~Consolidated Net Income~~

~~Consolidated net income was $44.1~~$10.3 million for the three months ended June 30, 2019 and July 1, 2018, respectively. The effective tax rate was 15.8% and 18.9% for the three months ended June 30, 2019 and July 1, 2018, respectively. The lower effective tax rate was primarily due to discrete items related to restructuring charges and the expiration of the tax statute of limitations resulting from the completion of a tax audit.

Consolidated Net Income

Consolidated net income was $26.6 million for the three months ended June 30, 2019 as compared with ~~$43.0~~$44.1 million in the prior year.

~~Index~~

Segment Review

The following discussions highlight the operating results for each of our four segments.

	Three Months Ended									Three Months Ended
Performance Materials Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)
Net Sales
Metalcasting	$	88.8		$	75.7			17	%	$	75.8		$	88.8			(15	)%
Household, Personal Care & Specialty Products		58.6			39.7			48	%		69.0			58.6			18	%
Environmental Products		25.2			19.6			29	%		29.0			25.2			15	%
Building Materials		18.0			20.2			-11	%		19.1			18.0			6	%
Basic Minerals		23.9			25.1			-5	%		22.5			23.9			(6	)%
Total net sales	$	214.5		$	180.3			19	%	$	215.4		$	214.5			0	%

Income from operations	$	29.6		$	32.2					$	20.7		$	29.6
% of net sales		13.8	%		17.9	%					9.6	%		13.8	%

Net sales in the Performance Materials segment increased ~~19%~~slightly to ~~$214.5~~$215.4 million from ~~$180.3~~$214.5 million in the prior year. ~~Metalcasting~~Foreign exchange had an unfavorable impact on sales ~~rose 17% on higher demand~~of $7.3 million, or 3%. Sales in ~~all regions.~~ Household, Personal Care & Specialty Products ~~sales~~ increased ~~48%~~18%, primarily driven by higher pet care revenue, including the acquisition of Sivomatic, and increased European fabric care sales. Environmental Products sales rose 29% due to several large projects. These sales increases were partially offset by 11% lower sales in Building Materials, primarily due to the ~~difference~~continued growth of our pet care products in ~~magnitude~~Europe and North America. Environmental Products sales increased 15% driven by an ongoing large international project. Sales of ~~waterproofing projects compared~~Building Materials products increased 6% primarily due to an increase in U.S. commercial construction projects. Sales growth in the ~~prior year,~~segment was partially offset by decreased sales in Metalcasting and ~~a 5% reduction~~Basic Minerals. The decrease in ~~Basic Minerals sales.~~Metalcasting sales was primarily due to weaker demand in U.S. automotive, heavy truck and agricultural equipment, as well as in the China metalcasting markets.

Income from operations was $20.7 million and 9.6% of sales as compared to $29.6 million and 13.8% of sales ~~as compared to $32.2 million and 17.9% of sales~~ in the prior year. ~~The decrease~~Included in income from operations for the three month period ended June 30, 2019 were $7.0 million of restructuring and impairment costs. While pricing actions more than offset higher raw materials and logistics costs, operating income and margins were ~~primarily due to higher raw material, logistics~~affected by the lower Metalcasting sales and ~~energy costs. In addition, we incurred higher mining costs due to weather-related challenges at our mines~~the rail infrastructure issues impacting the Company’s operations in the ~~western~~Western United States. ~~These impacts were partially offset by increased selling prices and higher volume.~~

	Three Months Ended									Three Months Ended
Specialty Minerals Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)
Net Sales
Paper PCC	$	94.5		$	92.3			2	%	$	90.2		$	94.5			(5	)%
Specialty PCC		17.3			17.4			-1	%		17.3			17.3			0	%
PCC Products	$	111.8		$	109.7			2	%	$	107.5		$	111.8			(4	)%

Ground Calcium Carbonate		25.2			23.3			8	%	$	24.8		$	25.2			(2	)%
Talc	$	13.9		$	14.0			-1	%		12.8			13.9			(8	)%
Processed Minerals Products	$	39.1		$	37.3			5	%	$	37.6		$	39.1			(4	)%

Total net sales	$	150.9		$	147.0			3	%	$	145.1		$	150.9			(4	)%

Income from operations	$	25.1		$	26.9			-7	%	$	20.0		$	25.1			(20	)%
% of net sales		16.6	%		18.3	%					13.8	%		16.6	%

Worldwide sales in the Specialty Minerals segment were ~~$150.9~~$145.1 million as compared with ~~$147.0~~$150.9 million in the prior year, ~~an increase~~a decrease of ~~$3.9 million, or 3%~~4%.

Worldwide net sales of PCC, which is primarily used in the manufacturing process of the paper industry, ~~increased 2%~~decreased 4% to ~~$111.8~~$107.5 million from ~~$109.7~~$111.8 million in the prior year. Paper PCC sales ~~increased 2%~~decreased 5% to $90.2 million from $94.5 million, ~~from $92.3 million. Higher sales in Asia~~primarily due to the unfavorable impact of foreign exchange and ~~Europe were partially offset by~~ reduced sales in North America driven by previously announced customer paper machine shutdowns, including the ~~Americas.~~closure of a U.S. paper mill in the first quarter of 2019. Sales of Specialty PCC ~~decreased slightly by 1% to~~remained the same at $17.3 million ~~from $17.4 million in the prior year.~~for both three months ended June 30, 2019 and July 1, 2018.

~~Index~~

Net sales of Processed Minerals products ~~increased 5%~~decreased 4% to ~~$39.1~~$37.6 million, asprimarily due to lower sales in the automotive and construction markets. Ground Calcium Carbonate sales ~~increased 8%, driven by higher volumes~~decreased 2% to $24.8 million from $25.2 million in the ~~construction market.~~prior year. Talc sales decreased ~~1% over~~8% to $12.8 million as compared with $13.9 million in the prior year.

Income from operations for Specialty Minerals was ~~$25.1~~$20.0 million as compared with ~~$26.9~~$25.1 million in the prior year. Included in income from operations for the three month period ended June 30, 2019 were $2.5 million of restructuring and impairment costs. The incremental decrease in operating income was primarily due to previously announced paper machine shutdowns in North America, lower volumes and the unfavorable impact of foreign exchange, partially offset by higher raw material, logistics and energy costs, and due to the timing of our contractual selling price increases in PCC and other implemented price increases that will take effect in the second half of 2018.pricing.

	Three Months Ended									Three Months Ended
Refractories Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)
Net Sales
Refractory Products	$	66.7		$	56.1			19	%	$	61.0		$	66.7			(9	)%
Metallurgical Products		12.9			12.8			1	%		16.5			12.9			28	%
Total net sales	$	79.6		$	68.9			16	%	$	77.5		$	79.6			(3	)%

Income from operations	$	10.3		$	10.5			-2	%	$	7.1		$	10.3			(31	)%
% of net sales		12.9	%		15.2	%					9.2	%		12.9	%

Net sales in the Refractories segment ~~increased 16%~~decreased 3% to ~~$79.6~~$77.5 million from ~~$68.9~~$79.6 million in the prior year driven by lower Refractory sales in Europe, partially offset by higher sales of ~~refractory products.~~Metallurgical Products. Sales of refractory products and systems to steel and other industrial applications ~~increased 19%~~decreased to ~~$66.7~~$61.0 million. Sales of metallurgical products increased 1%28% to ~~$12.9~~$16.5 million.

Income from operations ~~decreased 2% to $10.3~~was $7.1 million and ~~was 12.9%~~9.2% of sales as compared with ~~15.2%~~$10.3 and 12.9% of sales in the prior ~~year primarily due~~year. Included in income from operations for the six month period ended June 30, 2019 were $0.8 million of restructuring costs and a $2.5 million bad debt reserve relating to ~~increased raw material prices which were partially offset by higher prices and volume.~~a customer bankruptcy.

	Three Months Ended									Three Months Ended
Energy Services Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)

Net Sales	$	19.7		$	17.9			10	%	$	25.8		$	19.7			31	%

Income from operations	$	0.7		$	0.8			-13	%	$	0.9		$	0.7			29	%
% of net sales		3.6	%		4.5	%					3.5	%		3.6	%

Net sales in the Energy Services segment increased ~~10%~~31% to ~~$19.7~~$25.8 million from ~~$17.9~~$19.7 million in the prior year, primarily driven by higher ~~filtration activity in the North Sea~~well testing and ~~higher well test~~filtration activity in the Gulf of Mexico.

Operating income was ~~$0.7~~$0.9 million as compared with ~~$0.8~~$0.7 million in the prior year. Included in income from operations for the three month period ended June 30, 2019 were $1.8 million of restructuring and impairment costs.

~~Index~~

Six months ended ~~July 1, 2018~~June 30, 2019 as compared with six months ended July ~~2, 2017~~1, 2018

Consolidated Income Statement Review

	Six Months Ended						Growth			Six Months Ended
	July 1, 2018			July 2, 2017			%
(millions of dollars)										June 30, 2019			July 1, 2018			% Growth
	(Dollars in millions)
Net sales	$	896.0		$	819.1			9	%	$	901.5		$	896.0			1	%
Cost of sales		666.6			585.7			14	%		679.8			666.6			2	%
Production margin		229.4			233.4			-2	%		221.7			229.4			(3	)%
Production margin %		25.6	%		28.5	%					24.6	%		25.6	%

Marketing and administrative expenses		89.7			87.6			2	%		91.3			89.7			2	%
Research and development expenses		12.5			11.9			5	%		9.7			12.5			(22	)%
Acquisition-related transaction and integration costs		1.4			2.3			-39	%
Acquisition related transaction and integration costs											—			1.4			(100	)%
Restructuring and other items, net		0.4			0.5			-20	%		13.2			0.4			*

Income from operations		125.4			131.1			-4	%		107.5			125.4			(14	)%
Operating margin %		14.0	%		16.0	%					11.9	%		14.0	%

Interest expense, net		(22.2	)		(22.0	)		1	%		(22.3	)		(22.2	)		—
Debt modification costs ad fees		-			(3.9	)		*
Other non-operating (deductions) income, net		0.4			(2.6	)		*
Other non-operating income (deductions), net											(3.8	)		0.4			*
Total non-operating deductions, net		(21.8	)		(28.5	)		-24	%		(26.1	)		(21.8	)		20	%

Income from continuing operations before provision for taxes and equity in earnings		103.6			102.6			1	%
Income from operations before tax and equity in earnings											81.4			103.6			(21	)%
Provision for taxes on income		19.6			23.5			-17	%		14.4			19.6			(27	)%
Effective tax rate		18.9	%		22.9	%					17.7	%		18.9	%

Equity in earnings of affiliates, net of tax		2.3			0.3			667	%		0.6			2.3			(74	)%

Net income		86.3			79.4			9	%		67.6			86.3			(22	)%

Net income attributable to non-controlling interests		2.3			1.8			28	%		1.9			2.3			(17	)%
Net income attributable to Minerals Technologies Inc. (MTI)	$	84.0		$	77.6			8	%
Net income attributable to Minerals Technologies Inc.										$	65.7		$	84.0			(22	)%

*	Not meaningful

Net Sales

	Six Months Ended July 1, 2018								Six Months Ended July 2, 2017					Six Months Ended June 30, 2019								Six Months Ended July 1, 2018
	Net Sales		% of Total Sales			% Growth			Net Sales		% of Total Sales
(millions of dollars)														Net Sales		% of Total Sales			% Growth			Net Sales		% of Total Sales
	(Dollars in millions)
U.S.	$	481.3		53.7	%		4	%	$	461.5		56.3	%	$	485.0		53.8	%		1	%	$	481.3		53.7	%
International		414.7		46.3	%		16	%		357.6		43.7	%		416.5		46.2	%		—			414.7		46.3	%
Total sales	$	896.0		100.0	%		9	%	$	819.1		100.0	%	$	901.5		100.0	%		1	%	$	896.0		100.0	%

Performance Materials Segment	$	401.8		44.9	%		15	%	$	350.2		42.7	%	$	414.6		46.0	%		3	%	$	401.8		44.8	%
Specialty Minerals Segment		300.5		33.5	%		2	%		293.2		35.8	%		289.5		32.1	%		(4	)%		300.5		33.5	%
Refractories Segement		154.9		17.3	%		11	%		139.1		17.0	%
Refractories Segment															151.3		16.8	%		(2	)%		154.9		17.3	%
Energy Services Segment		38.8		4.3	%		6	%		36.6		4.5	%		46.1		5.1	%		19	%		38.8		4.3	%
Total sales	$	896.0		100.0	%		9	%	$	819.1		100.0	%	$	901.5		100.0	%		1	%	$	896.0		100.0	%

Total sales increased ~~$76.9~~$5.5 million or 9%1% from the previous year to ~~$896.0~~ $901.5 million. Foreign exchange had ~~a favorable~~an unfavorable impact on sales of approximately ~~$25.4~~$25.8 million or 3%.

~~Index~~

Net sales in the United States increased 4%1% to ~~$481.3~~$485.0 million from ~~$461.5~~$481.3 million in the prior year. International sales increased ~~16%~~ to ~~$414.7~~$416.5 million from ~~$357.6~~$414.7 million in the prior ~~year.~~year, primarily related to the Sivomatic acquisition.

Operating Costs and Expenses

Cost of sales was ~~$666.6~~$679.8 million, an increase of ~~14%~~2% from the prior year and was ~~74.4%~~75.4% of sales as compared with ~~71.5%~~74.4% in the prior year. The decrease in gross margin percentage was primarily attributable to higher raw material, logistics and energy costs as well as a reduction in profitability in the Basic Minerals product line within the Performance Materials segment due to a reduction in pricing and volumes of bulk chromite. The Company plans to exit its bulk chromite operations in South Africa.across all segments.

Marketing and administrative costs were ~~$89.7~~$91.3 million and 10.1% of sales compared to ~~$87.6~~$89.7 million and ~~10.7%~~10.0% of sales in the prior year. Included in marketing and administrative costs for the six months ended June 30, 2019 was bad debt expense of $2.5 million relating to a refractories customer bankruptcy in the U.K.

Research and development expenses were $9.7 million and represented 1.1% of sales for the six months ended June 30, 2019 as compared with $12.5 million and 1.4% of sales in the prior year.

~~Research~~The Company recorded a $13.2 million charge for the impairment of assets and ~~development expenses were $12.5~~other restructuring costs during the six months ended June 30, 2019 due to the current demand environment and to improve profitability. The Company recorded a $0.4 million charge for restructuring costs and ~~represented 1.4% of sales~~$1.4 million for acquisition related transaction and integration costs during the six months ended July 1, ~~2018 as compared with $11.9 million and 1.5% of sales in the prior year.~~2018.

During the six months ended July 1, 2018, the Company recorded $1.4 million for acquisition-related transaction and integration costs. The Company also recorded restructuring charges of $0.4 million and a $0.5 million inventory step-up charge.

Income from Operations

The Company recorded income from operations of ~~$125.4~~$107.5 million as compared to ~~$131.1~~$125.4 million in the prior year. Operating income was ~~14.0%~~11.9% of sales in the first ~~half~~six months of ~~2018~~2019 as compared with ~~16.0%~~14.0% in the prior year. Operating income during the six months ended June 30, 2019 includes a $13.2 million charge for impairment of assets and severance-related costs. Operating income during the six months ended July 1, 2018 includes $0.4 million of restructuring costs and $1.4 million of acquisition related integration costs.

Other Non-Operating Income (Deductions)

The Company recorded non-operating deductions of ~~$21.8~~$26.1 million for the six months ended ~~July 1, 2018~~June 30, 2019 as compared with ~~$28.5~~$21.8 million in the prior year. The ~~$21.8~~$26.1 million in the current year is comprised primarily of ~~$22.2~~$22.3 million of net interest ~~expense and foreign exchange gains.~~expense. The ~~$28.5~~$21.8 million recorded in the prior year included ~~$22.0~~$22.2 million of net interest ~~expense and $3.9 million in debt modification costs and fees relating to the February 2017 repricing for the variable tranche of the Company’s Term Loan debt.~~expense.

Provision for Taxes on Income

Provision for taxes was ~~$19.6~~$14.4 million as compared to ~~$23.5~~$19.6 million in the prior year. The effective tax rate was ~~18.9%~~17.7% as compared to ~~22.9%~~18.9% in the prior year. The ~~reduction in the~~lower effective tax rate ~~during 2018~~ was primarily due to ~~U.S. Tax Reform.~~discrete items related to restructuring charges and the expiration of the tax statute of limitations resulting from the completion of a tax audit.

Consolidated Net Income

Consolidated net income was ~~$84.0~~$65.7 million during the six months ended ~~July 1, 2018~~June 30, 2019 as compared with ~~$77.6~~$84.0 million in the prior year.

~~Index~~

Segment Review

The following discussions highlight the operating results for each of our four segments.

	Six Months Ended									Six Months Ended
Performance Materials Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)
Net Sales
Metalcasting	$	168.0		$	142.3			18	%	$	149.0		$	168.0			(11	)%
Household, Personal Care & Specialty Products		107.3			80.8			33	%		143.9			107.3			34	%
Environmental Products		37.9			30.2			25	%		44.9			37.9			18	%
Building Materials		36.9			37.6			-2	%		34.4			36.9			(7	)%
Basic Minerals		51.7			59.3			-13	%		42.4			51.7			(18	)%
Total net sales	$	401.8		$	350.2			15	%	$	414.6		$	401.8			3	%

Income from operations	$	55.8		$	61.0					$	47.0		$	55.8
% of net sales		13.9	%		17.4	%					11.3	%		13.9	%

Net sales in the Performance Materials segment increased ~~15%~~3% to ~~$401.8~~$414.6 million from ~~$350.2~~$401.8 million in the prior year. Sales in Metalcasting ~~increased 18%~~decreased 11% to ~~$168.0~~$149.0 million due to ~~higher volumes~~weaker demand in ~~all regions.~~U.S. automotive, heavy truck and agricultural equipment as well as in China. Household, Personal Care & Specialty Products increased ~~33%~~34%, primarily driven by higher pet care revenue, including $33.7 million from the acquisition of ~~Sivomatic, and increased European fabric care sales.~~Sivomatic. Environmental Products sales rose ~~25%~~18% due to ~~several~~a large ~~projects.~~international project. These sales increases were partially offset by 2%7% lower sales in Building Materials, primarily due to the difference in the magnitude of waterproofing projects compared to the prior year, and a ~~13%~~18% reduction in Basic Minerals sales due to the ~~planned~~Company's exit offrom the bulk chromite ~~operations~~business in ~~South Africa.~~the first quarter of 2018.

Income from operations was $47.0 million and 11.3% of sales as compared to $55.8 million and 13.9% of sales ~~as compared to $61.0 million and 17.4% of sales~~ in the prior year. ~~The decrease~~Included in ~~operating~~ income ~~was due to~~from operations for the six month period ended June 30, 2019 were $7.0 million of restructuring and impairment costs. While pricing actions more than offset higher raw material ~~logistics~~costs, operating income and ~~energy costs as well as declines~~margins were affected by the lower Metalcasting sales and the rail infrastructure issues impacting the Company’s operations in ~~bulk chromite sales.~~the Western United States.

	Six Months Ended									Six Months Ended
Specialty Minerals Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)
Net Sales
Paper PCC	$	191.5		$	185.7			3	%	$	181.7		$	191.5			(5	)%
Specialty PCC		34.3			34.4			0	%		35.4			34.3			3	%
PCC Products	$	225.8		$	220.1			3	%	$	217.1		$	225.8			(4	)%

Ground Calcium Carbonate		47.7			44.8			6	%	$	47.1		$	47.7			(1	)%
Talc	$	27.0		$	28.3			-5	%		25.3			27.0			(6	)%
Processed Minerals Products	$	74.7		$	73.1			2	%	$	72.4		$	74.7			(3	)%

Total net sales	$	300.5		$	293.2			2	%	$	289.5		$	300.5			(4	)%

Income from operations	$	49.2		$	51.3			-4	%	$	42.0		$	49.2			(15	)%
% of net sales		16.4	%		17.5	%					14.5	%		16.4	%

Worldwide sales in the Specialty Minerals segment were ~~$300.5~~$289.5 million as compared with ~~$293.2~~$300.5 million in the prior year, ~~an increase~~a decrease of 2%4%.

Worldwide net sales of PCC products, which are primarily used in the manufacturing process of the paper industry, ~~increased 3%~~decreased 4% to ~~$225.8~~$217.1 million from ~~$220.1~~$225.8 million in the prior year. Paper PCC sales ~~increased 3%~~decreased 5% to ~~$191.5~~$181.7 million from ~~$185.7~~$191.5 million in the prior year.

Net sales of Processed Minerals products ~~increased 2%~~decreased 3% to ~~$74.7~~$72.4 million from ~~$73.1~~$74.7 million in the prior year. Ground Calcium Carbonate sales ~~increased 6%~~decreased 1% primarily due to ~~higher~~lower volumes in the construction ~~market, which was partially offset by lower talc sales.~~market.

~~Index~~

Income from operations was ~~$49.2~~$42.0 million and ~~16.4%~~14.5% of net sales as compared to ~~$51.3~~$49.2 million and ~~17.5%~~16.4% of sales in the prior year. Included in income from operations for the six month period ended June 30, 2019 were $2.5 million of restructuring and impairment costs.

	Six Months Ended									Six Months Ended
Refractories Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)
Net Sales
Refractory Products	$	129.0		$	112.8			14	%	$	123.0		$	129.0			(5	)%
Metallurgical Products		25.9			26.3			-2	%		28.3			25.9			9	%
Total net sales	$	154.9		$	139.1			11	%	$	151.3		$	154.9			(2	)%

Income from operations	$	23.1		$	19.7			17	%	$	19.2		$	23.1			(17	)%
% of net sales		14.9	%		14.2	%					12.7	%		14.9	%

Net sales in the Refractories segment ~~increased 11%~~decreased 2% to ~~$154.9~~$151.3 million from ~~$139.1~~$154.9 million in the prior year. Sales of refractory products and systems to steel and other industrial applications ~~increased 14%~~decreased 5% to $123.0 million from $129.0 million ~~from $112.8 million on~~in the prior year due to ~~higher~~lower volumes. This was partially offset by ~~lower~~higher sales in the Metallurgical Products product line, which ~~decreased 2%~~increased 9% to ~~$25.9~~$28.3 million.

Income from operations was $19.2 million and 12.7% of sales as compared with $23.1 million and 14.9% of ~~sales as compared with $19.7~~sales. Included in income from operations for the six month period ended June 30, 2019 were $0.8 million of restructuring costs and ~~14.2% of sales.~~a $2.5 million bad debt reserve relating to a customer bankruptcy.

	Six Months Ended									Six Months Ended
Energy Services Segment	July 1, 2018			July 2, 2017			Growth			June 30, 2019			July 1, 2018			% Growth
	(millions of dollars)									(millions of dollars)

Net Sales	$	38.8		$	36.6			6	%	$	46.1		$	38.8			19	%

Income from operations	$	2.2		$	2.5			-12	%	$	3.3		$	2.2			50	%
% of net sales		5.7	%		6.8	%					7.2	%		5.7	%

Net sales in the Energy Services segment increased 6%19% to ~~$38.8~~$46.1 million from ~~$36.6~~$38.8 million in the prior year, primarily driven by higher filtration activity in the North Sea and the Gulf of Mexico.

Income from operations during the six months ended ~~July 1, 2018~~June 30, 2019 was $3.3 million and represented 7.2% of sales. Included in income from operations for the six month period ended June 30, 2019 were $1.8 million of restructuring and impairment costs. Income from operations was $2.2 million and ~~represented~~ 5.7% ~~of sales. Income from operations was $2.5 million and 6.8%~~ of sales during the six months ended July ~~2, 2017.~~1, 2018, which included $0.4 million of restructuring costs.

Liquidity and Capital Resources

Cash provided from ~~continuing~~ operations during the six months ended ~~July 1, 2018,~~June 30, 2019, was approximately ~~$80~~$98 million. Cash flows provided from operations during the first ~~six months~~half of ~~2018~~2019 were principally used to repay debt, fund capital expenditures, repurchase shares and to pay the Company's dividend to common shareholders. The aggregate maturities of long-term debt are as follows: remainder of ~~2018 - $1.7 million;~~ 2019 - ~~$0.6~~$1.6 million; 2020 - ~~$0.6~~$2.2 million; 2021 - ~~$303.5~~$232.3 million; 2022 - $0.2 million; 2023 - $0.0 million; thereafter - ~~$678.0~~$658.0 million.

On May 9, 2014, in connection with the acquisition of AMCOL International Corporation (“AMCOL”), the Company entered into a credit agreement providing for the $1.560 billion senior secured term loan facility (the “Term Facility”) and a $200 million senior secured revolving credit facility (the “Revolving Facility” and, together with the Term Facility, the “Facilities”). The net proceeds of the Term Facility, together with the Company’s cash on hand, were used as cash consideration for the acquisition of AMCOL and to refinance certain existing indebtedness of the Company and AMCOL and to pay fees and expenses in connection with the foregoing. Loans under the Revolving Facility will be used for working capital and other general corporate purposes of the Company and its subsidiaries.

~~Index~~

On June 23, 2015, the Company entered into an amendment (the “First Amendment”) to the credit agreement to reprice the $1.378 billion then outstanding on the Term Facility. As amended, the Term Facility had a $1.078 billion floating rate tranche and a $300 million fixed rate tranche. On February 14, 2017, the Company entered into an amendment (the “Second Amendment”) to the credit agreement to reprice the $788 million floating rate tranche then outstanding, which extended the maturity and lowered the interest costs by 75 basis points. On April 18, 2018, the Company entered into an amendment (the “Third Amendment”) to the credit agreement to refinance the Revolving Facility. As amended, the Revolving Facility has been increased to $300 million in aggregate commitments. Following the amendments, the loans outstanding under the floating rate tranche of the Term Facility will mature on February 14, 2024, the loans outstanding under the fixed rate tranche of the Term Facility will mature on May 9, 2021 and the loans outstanding (if any) and commitments under the Revolving Facility will mature and terminate, as the case may be, on April 18, 2023. Loans under the floating rate tranche of the Term Facility bear interest at a rate equal to an adjusted LIBOR rate (subject to a floor of 0.75%) plus an applicable margin equal to 2.25% per annum. Loans under the fixed rate tranche of the Term Facility bear interest at a rate of 4.75%. ~~After the Third Amendment, loans~~Loans under the Revolving Facility ~~will~~ bear interest at a rate equal to an adjusted LIBOR rate plus an applicable margin equal to 1.625% per annum. Such rates are subject to decrease by up to 25 basis points in the event that, and for so long as, the Company’s net leverage ratio (as defined in the credit agreement) is less than certain thresholds. The floating rate tranche of the Term Facility was issued at par and the fixed rate tranche of the Term Facility was issued at a 0.25% discount in connection with the First Amendment. The variable rate tranche of the Term Facility was issued at a 0.25% discount in connection with the Second Amendment. The variable rate tranche has a 1% required amortization per year. The Company will pay certain fees under the credit agreement, including customary annual administration fees. The obligations of the Company under the Facilities are unconditionally guaranteed jointly and severally by, subject to certain exceptions, all material domestic subsidiaries of the Company (the “Guarantors”) and secured, subject to certain exceptions, by a security interest in substantially all of the assets of the Company and the Guarantors.

During the first half of 2019, the Company repaid $35.0 million on its Term Facility.

The credit agreement contains certain customary affirmative and negative covenants that limit or restrict the ability of the Company and its restricted subsidiaries to enter into certain transactions or take certain actions. In addition, the credit agreement contains a financial covenant that requires the Company, if on the last day of any fiscal quarter loans or letters of credit were outstanding under the Revolving Facility (excluding up to $15 million of letters of credit), to maintain a maximum net leverage ratio (as defined in the credit agreement) of, initially, 5.25 to 1.00 for the four fiscal quarter periods preceding such day. Such maximum net leverage ratio requirement is subject to decrease during the duration of the facility to a minimum level (when applicable) of 3.50 to 1.00. In connection with the Sivomatic acquisition, the Company incurred $113.0 million of short-term debt under the Revolving Facility. As of ~~July 1, 2018,~~June 30, 2019, there were ~~$113~~$100 million in outstanding loans and ~~$5.9~~$10.4 million in letters of credit outstanding under the Revolving Facility. The Company is in compliance with all the covenants associated with the Revolving Facility as of the end of the period covered by this report.

The Company has committed loan facilities for the funding of new manufacturing facilities in China. In addition, the Company has a committed loan facility in Japan. As of July 1, 2018, on a combined basis, $6.4 million was outstanding under these loan facilities. Principal will be repaid in accordance with the payment schedules ending in 2021. The Company repaid $2.5 million on these loans during the first half of 2018.

As part of the Sivomatic acquisition, the Company assumed $10.7 million in long term debt, recorded at fair value, consisting of two term loans, one of which matures in 2020 and the other of which matures in 2022. In the ~~second quarter~~first half of ~~2018,~~2019, the Company repaid ~~$4.1~~$(1.3) million on these loans.

The Company has a committed loan facility in Japan. As of June 30, 2019, $4.9 million was outstanding under this loan facility. Principal will be repaid in accordance with the payment schedule ending in 2021. The Company repaid $(0.3) million on this facility during the first half of 2019.

As of ~~July 1, 2018,~~June 30, 2019, the Company had ~~$36.8~~$43.5 million in uncommitted short-term bank credit lines, of which approximately ~~$5.2~~$4.2 million was in use. The credit lines are primarily outside the U.S. and are generally one year in term at competitive market rates at large, well-established institutions. The Company typically uses its available credit lines to fund working capital requirements or local capital spending needs. We anticipate that capital expenditures for ~~2018~~2019 should be between ~~$80.0~~$70 million and ~~$90.0~~$80 million, principally related to the construction of PCC plants and other opportunities that meet our strategic growth objectives. We expect to meet our other long-term financing requirements from internally generated funds, committed and uncommitted bank credit lines and, where appropriate, project financing of certain satellite plants.

~~Index~~

On April 5, 2016, the Company entered into a floating to fixed interest rate swap for an initial aggregate notional amount of $300 million to limit exposure to interest rate increases related to a portion of the Company’s floating rate indebtedness. This swap agreement hedges a portion of contractual floating rate interest through its expiration in May 2021. As a result of the agreement, the Company’s effective fixed interest rate on the notional amount floating rate indebtedness will be 4.25%. The fair value of this instrument at ~~July 1, 2018~~June 30, 2019 was an asset of ~~$4.0~~$0.9 million.

During the second quarter of 2018, the Company entered into a floating to fixed interest rate swap for a notional amount of $150 million. Additionally, the Company entered into a cross currency rate swap with a total notional value of $150 million to exchange monthly fixed-rate interest payments in U.S. dollars for monthly fixed-rate interest rate payments in Euros. These swaps mature in May 2023. As a result of these swaps, the Company’s effective fixed interest rate on the notional floating rate indebtedness will be 2.5%. The combined fair value of these instruments at ~~July 1, 2018~~June 30, 2019 was ~~a liability~~an asset of ~~$1.7~~$0.4 million.

On September 21, 2017, the Company's Board of Directors authorized the Company’s management to repurchase, at its discretion, up to $150 million of the Company’s shares over a two-year period commencing October 1, 2017. As of ~~July 1, 2018, 185,650~~June 30, 2019, 513,323 shares were repurchased under this program for ~~$13.3~~$31.7 million, or an average price of approximately ~~$71.88~~$61.74 per share.

The Company is required to make future payments under various contracts, including debt agreements and lease agreements. The Company also has commitments to fund its pension plans and provide payments for other postretirement benefit plans. During the six months ended ~~July 1, 2018,~~June 30, 2019, there were no material changes in the Company’s contractual obligations. For an in-depth discussion of the Company’s contractual obligations, see “Liquidity and Capital Resources” in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2017.~~2018.

Cautionary Statement for “Safe Harbor” Purposes under the Private Securities Litigation Reform Act of 1995

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by or on behalf of the Company. This report contains statements that the Company believes may be “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, particularly statements relating to the Company’s objectives, plans or goals, future actions, future performance or results of current and anticipated products, sales efforts, expenditures, and financial results. From time to time, the Company also provides forward-looking statements in other publicly-released materials, both written and oral. Forward-looking statements provide current expectations and forecasts of future events such as new products, revenues and financial performance, and are not limited to describing historical or current facts. They can be identified by the use of words such as “believes,” “expects,” “plans,” “intends,” “anticipates,” and other words and phrases of similar meaning.

Forward-looking statements are necessarily based on assumptions, estimates and limited information available at the time they are made. A broad variety of risks and uncertainties, both known and unknown, as well as the inaccuracy of assumptions and estimates, can affect the realization of the expectations or forecasts in these statements. Many of these risks and uncertainties are difficult to predict or are beyond the Company’s control. Consequently, no forward-looking statement can be guaranteed. Actual future results may vary materially. Significant factors affecting the expectations and forecasts are set forth under “Item 1A — Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2017,~~2018, and in Exhibit 99 to this Quarterly Report on Form 10-Q.

The Company undertakes no obligation to update any forward-looking statements to reflect events or circumstances that arise after the date hereof. Investors should refer to the Company's subsequent filings under the Securities Exchange Act of 1934 for further disclosures.

~~Index~~

Recently Issued Accounting Standards

~~Leases~~

~~In February 2016,~~

Recently Adopted Accounting Standards

On January 1, 2019, the ~~FASB issued~~Company adopted the provisions of ASU 2016-02, “Leases”, which requires lessees to recognize most leases on-balance sheet, thereby increasing their reported assets and liabilities, in some cases very significantly. Lessor accounting remains substantially similar to current U.S. GAAP. ASU 2016-02 is effective for public business entities for annual and interim periods in fiscal years beginning after December 15, 2018. ASU 2016-02 mandates asheet. The Company has adopted this new standard under the modified retrospective transition method, using the effective date as our date of initial application. As such, financial information and required disclosures will not be provided for dates prior to January 1, 2019. The new standard provides a number of optional practical expedients in transition. We have elected the ‘package of practical expedients’, which permits us not to reassess under the new standard our prior conclusions about lease identification, lease classification and initial direct costs. The new standard also provides practical expedients for an entity’s ongoing accounting. We have elected the short-term lease recognition exemption for all ~~entities. The Company is currently evaluating the impact~~leases that qualify. On adoption, we recognized additional operating liabilities of ~~this ASU~~$61.4 million with corresponding right-of-use assets of $50.5 million based on the ~~Company’s consolidated financial statements and~~present value of the remaining lease payments under existing operating leases. As of December 31, 2018, we had $10.9 million in deferred charges related ~~disclosures.~~to some of our real estate leases that were recorded against the right of use asset as part of the transition. The Company has performed a high level analysis of its current lease portfolio and is in process of establishing a cross-functional project team to assist in the implementation of this ASU. Based on the current status of this assessment, the adoption of this ~~guidance is~~standard did not ~~expected to~~ have a material impact on the ~~Company’s~~Company's financial statements.

~~Intangibles – Goodwill and Other~~

InOn January ~~2017,~~1, 2019, the ~~FASB issued ASU 2017-04, “Intangibles-Goodwill and Other: Simplifying~~Company adopted the Test for Goodwill Impairment”, which no longer requires an entity to perform a hypothetical purchase price allocation to measure goodwill impairment. Instead, goodwill will be measured using the difference between the carrying amount and the fair valueprovisions of the reporting unit. The guidance is effective for the interim and annual periods beginning on or after December 15, 2019, with early adoption permitted. The adoption of this guidance is not expected to have a material impact on the Company’s financial statements. We are currently evaluating the timing of adoption of this standard.

~~Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income~~

~~In February 2018, the FASB issued~~ ASU 2018-02, “Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income”, which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act. ~~The guidance is effective for~~As a result, the ~~interim and annual periods beginning after December 15, 2018, with early adoption permitted. We are currently evaluating~~Company reclassified $10.9 million from "Accumulated other comprehensive loss" to "Retained earnings" on the ~~timing~~Condensed Consolidated Balance Sheets as of ~~adoption of this standard.~~ June 30, 2019.

Critical Accounting Policies

Our discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities.

On an ongoing basis, we evaluate our estimates and assumptions, including those related to revenue recognition, valuation of long-lived assets, goodwill and other intangible assets, income taxes, including valuation allowances and pension plan assumptions. We base our estimates on historical experience and on other assumptions that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that cannot readily be determined from other sources. There can be no assurance that actual results will not differ from those estimates.

~~ITEM 3.~~

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk represents the risk of loss that may impact our financial position, results of operations or cash flows due to adverse changes in market prices and foreign currency and interest rates. We are exposed to market risk because of changes in foreign currency exchange rates as measured against the U.S. dollar. We do not anticipate that near-term changes in exchange rates will have a material impact on our future earnings or cash flows. However, there can be no assurance that a sudden and significant decline in the value of foreign currencies would not have a material adverse effect on our financial condition and results of operations. A portion of our long-term bank debt bears interest at variable rates; therefore, our results of operations would be affected by interest rate changes to the extent of such outstanding bank debt. An immediate 10 percent change in interest rates would have a material effect on our results of operations over the next fiscal year. A one-percent change in interest rates, inclusive of the impact of our interest rate derivatives, would result in ~~$5.1~~$3.8 million in incremental interest charges on an annual basis.

~~Index~~

We do not enter into derivatives or other financial instruments for trading or speculative purposes. When appropriate, we enter into derivative financial instruments, such as forward exchange contracts, hedges and interest rate swaps, to mitigate the impact of foreign exchange rate movements and interest rate movements on our operating results. The counterparties are major financial institutions. Such forward exchange contracts, hedges and interest rate swaps would not subject us to additional risk from exchange rate or interest rate movements because gains and losses on these contracts would offset losses and gains on the assets, liabilities, and transactions being hedged.

On April 5, 2016, the Company entered into a floating to fixed interest rate swap for an initial aggregate notional amount of $300 million to limit exposure to interest rate increases related to a portion of the Company’s floating rate indebtedness. This swap agreement hedges a portion of contractual floating rate interest through its expiration in May 2021. As a result, the Company’s effective fixed interest rate on the notional amount floating rate indebtedness will be 4.25% through May 2021. The fair value of this instrument at ~~July 1, 2018~~June 30, 2019 was an asset of ~~$4.0~~$0.9 million.

During the second quarter of 2018, the Company entered into a floating to fixed interest rate swap for a notional amount of $150 million. Additionally, the Company entered into a cross currency rate swap with a total notional value of $150 million to exchange monthly fixed-rate interest payments in U.S. dollars for monthly fixed-rate interest rate payments in Euros. These swaps mature in May 2023. As a result of these swaps, the ~~company’s~~Company’s effective fixed interest rate on the notional floating rate indebtedness will be 2.5%. The combined fair value of these instruments at ~~July 1, 2018~~June 30, 2019 was ~~a liability~~an asset of ~~$1.7~~$0.4 million.

~~ITEM 4.~~

ITEM 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report, and under the supervision and with participation of the Company’s management, including the Chief Executive Officer and the Chief Financial Officer, the Company carried out an evaluation of the effectiveness of the design and operation of the Company’s disclosure controls and procedures, pursuant to Exchange Act Rule 13a-15(b). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that as of the end of the period covered by this report the Company’s disclosure controls and procedures were effective.

Changes in Internal Control Over Financial Reporting

On January 1, 2019, the Company adopted the provisions of ASU No. 2016-02, "Leases (Topic 842)." Adoption of this standard did not have a material impact on the Company's financials, however, we implemented a new lease accounting system and implemented changes to our processes related to leases and related control activities.

During 2018, we closed on the acquisition of Sivomatic and we excluded Sivomatic from the scope of management's report on internal control over financial reporting for the year ended December 31, 2018. The process of integrating Sivomatic to our overall internal control over financial reporting has been completed and we will include them in scope for the year ending December 31, 2019.

There were no other changes in the Company's internal controls over financial reporting during the quarter ended ~~July 1, 2018~~June 30, 2019 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

~~Index~~

PART II – OTHER INFORMATION

~~Item 1.~~

~~Legal Proceedings.~~

Item 1. Legal Proceedings

The Company and its subsidiaries are the subject of various pending legal actions in the ordinary course of their businesses. Except as described below, none of such legal proceedings are material.

Silica and Asbestos Litigation

Certain of the Company's subsidiaries are among numerous defendants in a number of cases seeking damages for exposure to silica or to asbestos containing materials. The Company currently has three pending silica cases and 2571 pending asbestos cases. To date, 1,493 silica cases and 5459 asbestos cases have been dismissed, not including any lawsuits against AMCOL or American Colloid Company dismissed prior to our acquisition of AMCOL. ~~Three~~Thirteen and twenty new asbestos cases were filed during the three month and six month period ended June 30, 2019, respectively, and 16 additional asbestos cases were filed subsequent to the end of the second ~~quarter of 2018. No~~quarter. Two asbestos ~~case~~cases were dismissed during the ~~second quarter. No~~first half of 2019, and no silica cases were dismissed during the ~~quarter.~~period. Most of these claims do not provide adequate information to assess their merits, the likelihood that the Company will be found liable, or the magnitude of such liability, if any. Additional claims of this nature may be made against the Company or its subsidiaries. At this time management anticipates that the amount of the Company's liability, if any, and the cost of defending such claims, will not have a material effect on its financial position or results of operations.

The Company has settled only one silica lawsuit, for a nominal amount, and no asbestos lawsuits to date (not including any that may have been settled by AMCOL prior to completion of the acquisition). We are unable to state an amount or range of amounts claimed in any of the lawsuits because state court pleading practices do not require identifying the amount of the claimed damage. The aggregate cost to the Company for the legal defense of these cases since inception continues to be insignificant. The majority of the costs of defense for these cases, excluding cases against AMCOL or American Colloid, are reimbursed by Pfizer Inc. pursuant to the terms of certain agreements entered into in connection with the Company's initial public offering in 1992. The Company is entitled to indemnification, pursuant to agreement, for sales prior to the initial public offering. Of the 2571 pending asbestos cases, 1945 of the non-AMCOL cases are subject to indemnification, in whole or in part, because the plaintiffs claim liability based on sales of products that occurred either entirely before the initial public offering, or both before and after the initial public offering. In ~~three~~20 of the ~~four~~22 remaining non-AMCOL cases, the plaintiffs have not alleged dates of exposure and are yet to be determined through discovery or pleadings, and in the ~~fourth~~ remaining two non-AMCOL ~~case,~~cases, exposure is alleged to have been after the Company's initial public offering in 1992. The remaining five cases involve AMCOL only, so no Pfizer indemnity is available. Our experience has been that the Company is not liable to plaintiffs in any of these lawsuits and the Company does not expect to pay any settlements or jury verdicts in these lawsuits.

Environmental Matters

On April 9, 2003, the Connecticut Department of Environmental Protection issued an administrative consent order relating to our Canaan, Connecticut, plant where both our Refractories segment and Specialty Minerals segment have operations. We agreed to the order, which includes provisions requiring investigation and remediation of contamination associated with historic use of polychlorinated biphenyls ("PCBs") and mercury at a portion of the site. We have completed the required investigations and submitted several reports characterizing the contamination and assessing site-specific risks. We are awaiting regulators’ approval of the risk assessment report, which will form the basis for a proposal by the Company concerning eventual remediation.

We believe that the most likely form of overall site remediation will be to leave the existing contamination in place (with some limited soil removal), encapsulate it, and monitor the effectiveness of the encapsulation. We anticipate that a substantial portion of the remediation cost will be borne by the United States based on its involvement at the site from 1942 – 1964, as historic documentation indicates that PCBs and mercury were first used at the facility at a time of U.S. government ownership for production of materials needed by the military. Pursuant to a Consent Decree entered on October 24, 2014, the United States paid the Company $2.3 million in the 4th quarter of 2014 to resolve the Company’s claim for response costs for investigation and initial remediation activities at this facility through October 24, 2014. Contribution by the United States to any future costs of investigation or additional remediation has, by agreement, been left unresolved. Though the cost of the likely remediation remains uncertain pending completion of the phased remediation decision process, we have estimated that the Company’s share of the cost of the encapsulation and limited soil removal described above would approximate $0.4 million, which has been accrued as of ~~July 1, 2018.~~June 30, 2019.

The Company is evaluating options for upgrading the wastewater treatment facilities at its Adams, Massachusetts plant. This work has been undertaken pursuant to an administrative Consent Order originally issued by the Massachusetts Department of Environmental Protection (“DEP”) on June 18, 2002. This order was amended on June 1, 2009 and on June 2, 2010. The amended Order includes the investigation by January 1, 2022 of options for ensuring that the facility's wastewater treatment ponds will not result in unpermitted discharge to groundwater. Additional requirements of the amendment include the submittal by July 1, 2022 of a plan for closure of a historic lime solids disposal area. Preliminary engineering reviews completed in 2005 indicate that the estimated cost of wastewater treatment upgrades to operate this facility beyond 2024 may be between $6 million and $8 million. The Company estimates that the remaining remediation costs would approximate $0.4 million, which has been accrued as of ~~July 1, 2018.~~June 30, 2019.

37ITEM 1A. Risk Factors

~~Index~~

~~ITEM 1A.~~

~~Risk Factors~~

For a description of Risk Factors, see Exhibit 99 attached to this report. There have been no material changes to our risk factors from those disclosed in our ~~2017~~2018 Annual Report on Form 10-K.

~~ITEM 2.~~

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

Period	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of the Publicly Announced Program		Dollar Value of Shares that May Yet be Purchased Under the Program

April 1 - April 28		—		—		333,184	$	128,306,742
April 29 - May 26		—		—		333,184	$	128,306,742
May 27 - June 30		180,139	$	55.50		513,323	$	118,309,499
Total		180,139	$	55.50

Period

Total Number of
Shares Purchased

Average Price
Paid Per Share

Total
Number of
Shares
Purchased
as Part of
the Publicly
Announced
Program

Dollar Value of
Shares that May
Yet be Purchased
Under the
Program

April 2 - April 29 - $ - 82,174 $ 144,277,662
April 30 - May 27 49,372 $ 72.15 131,546 $ 140,715,545
May 28 - July 1 54,104 $ 75.03 185,650 $ 136,655,947
Total 103,476 $ 73.66

~~ITEM 3.~~

ITEM 3. Default Upon Senior Securities

Not applicable.

~~ITEM 4.~~

ITEM 4. Mine Safety Disclosures

The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this Quarterly Report on Form 10-Q.

~~ITEM 5.~~

ITEM 5. Other Information

None

~~Index~~

~~ITEM 6.~~

~~Exhibits~~

ITEM 6. Exhibits

Exhibit No.		Exhibit Title
15		Letter Regarding Unaudited Interim Financial Information.
31.1		Rule 13a-14(a)/15d-14(a) Certification executed by the Company's principal executive officer.
31.2		Rule 13a-14(a)/15d-14(a) Certification executed by the Company's principal financial officer.
32		Section 1350 Certifications.
95		Information concerning Mine Safety Violations
99		Risk Factors
101.INS		XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH		XBRL Taxonomy Extension Schema
101.CAL		XBRL Taxonomy Extension Calculation Linkbase
101.DEF		XBRL Taxonomy Extension Definition Linkbase
101.LAB		XBRL Taxonomy Extension Label Linkbase
101.PRE		XBRL Taxonomy Extension Presentation Linkbase

~~Index~~

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.

		Minerals Technologies Inc.

	By:	/s/Matthew E. Garth
		Matthew E. Garth
		Senior Vice President, Finance and Treasury,
		Chief Financial Officer

August ~~3, 2018~~2, 2019

~~DELAWARE~~Delaware		25-1190717
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Title of each class	Trading Symbol	Name of exchange on which registered
Common Stock, $0.10 par value	MTX	New York Stock Exchange LLC

Large Accelerated Filer ☒	Accelerated Filer ☐
~~Non- accelerated~~Non-accelerated Filer ☐(Do not check if a smaller reporting company)	Smaller Reporting Company ☐
Emerging Growth Company ☐


Weighted-average remaining operating lease term (in years)	7.80
Weighted-average operating leases discount rate	5.0	%

		Page No.

PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements:

	Condensed Consolidated Statements of Income for the three-month and six-month periods ended June 30, 2019 and July 1, 2018 ~~and July 2, 2017~~ (Unaudited)	3

	Condensed Consolidated Statements of Comprehensive Income for the three-month and six-month periods ended June 30, 2019 and July 1, 2018 ~~and July 2, 2017~~ (Unaudited)	4

	Condensed Consolidated Balance Sheets as of ~~July 1, 2018~~June 30, 2019 (Unaudited) and December 31, ~~2017~~2018	5

	Condensed Consolidated Statements of Cash Flows for the six-month periods ended June 30, 2019 and July 1, 2018 (Unaudited)	6

	Condensed Consolidated Statements of Shareholders' Equity for the three-month and six-month periods ended June 30, 2019 and July ~~2, 2017~~1, 2018 (Unaudited)	67

	Notes to Condensed Consolidated Financial Statements (Unaudited)	78

	~~Review~~ Report of Independent Registered Public Accounting Firm	2223

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2324

Item 3.	Quantitative and Qualitative Disclosures about Market Risk	35

Item 4.	Controls and Procedures	36

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	37

Item 1A.	Risk Factors	38

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	38

Item 3.	Default Upon Senior Securities	38

Item 4.	Mine Safety Disclosures	38

Item 5.	Other Information	38

Item 6.	Exhibits	39

Signature		40

	July 1, 2018*			December 31, 2017**
	(millions of dollars)
ASSETS

Current assets:
Cash and cash equivalents	$	203.0		$	212.2
Short-term investments, at cost which approximates market		2.9			2.7
Accounts receivable, net		420.3			383.0
Inventories		235.5			219.3
Prepaid expenses and other current assets		37.4			35.0
Total current assets		899.1			852.2

Property, plant and equipment		2,254.2			2,219.6
Less accumulated depreciation and depletion		(1,132.3	)		(1,158.3	)
Property, plant and equipment, net		1,121.9			1,061.3
Goodwill		810.6			779.3
Intangible assets		212.4			196.5
Deferred income taxes		25.6			25.6
Other assets and deferred charges		58.8			55.5
Total assets	$	3,128.4		$	2,970.4

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
Short-term debt	$	118.2		$	6.3
Current maturities of long-term debt		3.0			3.8
Accounts payable		195.7			179.0
Other current liabilities		115.5			120.9
Total current liabilities		432.4			310.0

Long-term debt, net of unamortized discount and deferred financing costs		966.1			959.8
Deferred income taxes		163.5			159.4
Accrued pension and post-retirement benefits		142.1			155.0
Other non-current liabilities		106.9			107.1
Total liabilities		1,811.0			1,691.3

Shareholders' equity:
Common stock		4.9			4.9
Additional paid-in capital		426.9			422.7
Retained earnings		1,687.7			1,607.2
Accumulated other comprehensive loss		(220.2	)		(186.1	)
Less common stock held in treasury		(610.4	)		(597.0	)

Total MTI shareholders' equity		1,288.9			1,251.7
Non-controlling interests		28.5			27.4
Total shareholders' equity		1,317.4			1,279.1
Total liabilities and shareholders' equity	$	3,128.4		$	2,970.4

(millions of dollars)	June 30, 2019

Operating cash flows information:
Cash paid for amounts included in the measurement of lease liabilities	$	8.3
Non-cash activity:
Right-of-use assets obtained in the exchange for operating lease liabilities	$	3.3

(millions of dollars)	Balance Sheet Classification	June 30, 2019

Right-of-use asset	Other assets and deferred charges	$	47.1
Lease liability - current	Other current liabilities		12.0
Lease liability - non-current	Other non-current liabilities		46.1

(millions of dollars)	June 30, 2019

For the remainder of 2019	$	7.7
2020		13.0
2021		9.6
2022		7.7
2023		6.2
Thereafter		26.3
Total future minimum lease payments		70.5
Less imputed interest		(12.6	)
Total	$	57.9

(millions of dollars)	Dec. 31, 2018

2019	$	17.3
2020		13.0
2021		9.5
2022		8.2
2023		7.0
Thereafter		24.8
Total	$	79.8

(millions of dollars)	Dec. 31, 2018		Dec. 31, 2017

Rent expense	$	19.5	$	19.3

	Preliminary Allocation
(millions of dollars)			Preliminary Allocation Previously Reported on Form 10-K as of December 31, 2018		Increase/ (Decrease)		Final Allocation
	(millions of dollars)
Accounts receivable	$	24.4	$	24.4	$	—	$	24.4
Inventories		15.6		15.6		—		15.6
Other current assets		0.6		0.6		—		0.6
Mineral rights		35.0		39.7		—		39.7
Plant, property and equipment		38.0
Property, plant and equipment				28.3		—		28.3
Goodwill		32.4		35.0		—		35.0
Intangible assets		20.0		26.4		—		26.4
Total assets acquired	$	166.0		170.0		—		170.0
Current maturity of long term debt		5.7
Current maturity of long-term debt				5.7		—		5.7
Accounts payable		9.0		9.0		—		9.0
Accrued expenses		5.8		5.6		—		5.6
Long term debt		5.1
Long-term debt				5.3		—		5.3
Non-current deferred tax liability		16.2		19.7		—		19.7
Other non-current liabilities		0.1		2.2		—		2.2
Total liabilities assumed	$	41.9		47.5		—		47.5
Net assets acquired	$	124.1	$	122.5	$	—	$	122.5

(millions of dollars)	June 30, 2019

Impairment of assets
Performance Materials	$	4.2
Specialty Minerals		1.6
Energy Services		1.7
Total impairment of assets charges	$	7.5

Severance and other related costs
Performance Materials	$	2.8
Specialty Minerals		0.9
Refractories		0.8
Energy Services		0.1
Corporate		1.1
Total severance and other related costs	$	5.7

Total restructuring and other items, net	$	13.2

	(millions of dollars)
Restructuring liability, December 31, 2017	$	8.1
Additional provisions		0.4
Cash payments		(2.1	)
Restructuring liability, July 1, 2018	$	6.4

	July 1, 2018		December 31, 2017
(millions of dollars)					June 30, 2019		Dec. 31, 2018
	(millions of dollars)
Raw materials	$	91.4	$	82.5	$	102.8	$	93.4
Work-in-process		7.4		7.9		10.0		11.2
Finished goods		95.3		92.3		98.7		92.2
Packaging and supplies		41.4		36.6		46.9		42.4
Total inventories	$	235.5	$	219.3	$	258.4	$	239.2

			July 1, 2018				Dec. 31, 2017						June 30, 2019				Dec. 31, 2018
	Weighted Average Useful Life (Years)		Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
(millions of dollars)											Weighted Average Useful Life (Years)		Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
			(millions of dollars)
Tradenames		34	$	209.8	$	23.3	$	199.8	$	20.7		35	$	203.9	$	29.5	$	204.2	$	26.6
Technology		12		18.8		5.6		18.8		4.8		13		18.8		7.2		18.8		6.4
Patents and trademarks		17		6.4		5.4		6.4		5.3
Patents												19		6.4		5.8		6.4		5.6
Customer relationships		30		14.5		2.8		4.5		2.2		22		25.1		3.8		26.5		3.2
		28	$	249.5	$	37.1	$	229.5	$	33.0		32	$	254.2	$	46.3	$	255.9	$	41.8

	Pension Benefits
	Three Months Ended						Six Months Ended
(millions of dollars)	June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018

Service cost	$	1.8		$	2.0		$	3.6		$	3.9
Interest cost		3.6			3.0			7.1			6.1
Expected return on plan assets		(4.6	)		(4.8	)		(9.2	)		(9.6	)
Amortization:
Prior service cost		0.1			0.1			0.2			0.2
Recognized net actuarial loss		2.3			2.7			4.6			5.5
Net periodic benefit cost	$	3.2		$	3.0		$	6.3		$	6.1

	Other Benefits
	Three Months Ended						Six Months Ended
(millions of dollars)	June 30, 2019			July 1, 2018			June 30, 2019			July 1, 2018

Service cost	$	0.1		$	0.1		$	0.1		$	0.1
Interest cost		—			—			0.1			0.1
Amortization:
Prior service cost		—			(0.2	)		—			(0.4	)
Recognized net actuarial (gain) loss		(0.2	)		(0.2	)		(0.4	)		(0.4	)
Net periodic benefit cost	$	(0.1	)	$	(0.3	)	$	(0.2	)	$	(0.6	)

(millions of dollars)												Foreign Currency Translation Adjustment			Unrecognized Pension Costs			Net Gain (Loss) on Derivative Instruments			Total
	Foreign Currency Translation Adjustment			Unrecognized Pension Costs			Net Gain (Loss) on Derivatives		Total
	(millions of dollars)

Balance as of December 31, 2017	$	(104.1	)	$	(86.5	)	$	4.5	$	(186.1	)
Balance as of December 31, 2018												$	(170.1	)	$	(69.7	)	$	6.1		$	(233.7	)

Other comprehensive loss before reclassifications		(38.2	)		-			-		(38.2	)		(19.5	)		—			(2.0	)		(21.5	)
Amounts reclassified from AOCI		-			3.7			0.4		4.1			—			3.3			—			3.3
Net current period other comprehensive income (loss)		(38.2	)		3.7			0.4		(34.1	)		(19.5	)		3.3			(2.0	)		(18.2	)
Balance as of July 1, 2018	$	(142.3	)	$	(82.8	)	$	4.9	$	(220.2	)
Cumulative effect of accounting change													—			(10.4	)		(0.5	)		(10.9	)
Balance as of June 30, 2019												$	(189.6	)	$	(76.8	)	$	3.6		$	(262.8	)

	(millions of dollars)
Asset retirement liability, December 31, 2017	$	22.1
(millions of dollars)
Asset retirement liability, December 31, 2018				$	23.4
Accretion expense		0.6			1.4
Other		(1.6	)		0.5
Payments		(0.7	)		(1.5	)
Foreign currency translation		(0.3	)		(0.1	)
Asset retirement liability, July 1, 2018	$	20.1
Asset retirement liability, June 30, 2019				$	23.7

	Equity Attributable to MTI
	Common Stock		Additional Paid-in Capital		Retained Earnings			Accumulated Other Comprehensive Income (Loss)			Treasury Stock			Non-controlling Interests			Total
	(millions of dollars)
Balance as of December 31, 2017	$	4.9	$	422.7	$	1,607.2		$	(186.1	)	$	(597.0	)	$	$ 27.4		$	1,279.1

Net income		-		-		84.0			-			-			2.3			86.3
Other comprehensive income (loss)		-		-		-			(34.1	)		-			(1.0	)		(35.1	)
Dividends declared		-		-		(3.5	)		-			-			-			(3.5	)
Dividends to non-controlling interests		-		-		-			-			-			(0.2	)		(0.2	)
Issuance of shares pursuant to employee stock compensation plans		-		1.9		-			-			-			-			1.9
Stock based compensation		-		2.3		-			-			-			-			2.3
Purchase of common stock		-				-			-			(13.3	)		-			(13.3	)
Balance as of July 1, 2018	$	4.9	$	426.9	$	1,687.7		$	(220.2	)	$	(610.4	)	$	28.5		$	1,317.4

Period	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of the Publicly Announced Program		Dollar Value of Shares that May Yet be Purchased Under the Program

April 2 - April 29		-	$	-		82,174	$	144,277,662
April 30 - May 27		49,372	$	72.15		131,546	$	140,715,545
May 28 - July 1		54,104	$	75.03		185,650	$	136,655,947
Total		103,476	$	73.66