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Engelhard Reports Earnings in Line With Estimates

    ISELIN, N.J.--July 23, 2002--Engelhard Corporation today reported net earnings for the second quarter ended June 30 of $60.1 million, or 46 cents per share on a diluted basis, compared with $59.5 million, or 45 cents per share, for the same period a year ago.
    The results are in line with the current range of estimates.
    The quarter included an after-tax benefit of five cents per share stemming from insurance settlements and two charges amounting to four cents per share relating to costs associated with a manufacturing consolidation plan and the write down of an investment.
    Lower prices for platinum group metals were a primary factor that resulted in second-quarter sales totaling $1.0 billion compared with $1.5 billion a year ago.
    Contributions from new products and ongoing productivity initiatives resulted in improved margins in spite of weak core-market volumes.
    "The diversity of our served-market portfolio, coupled with new technology applications and an enterprise-wide focus on productivity are enabling us to deliver results without the benefit of significant economic recovery," said Barry W. Perry, chairman and chief executive officer. "Even though most of the markets we serve remain weak, we still expect to deliver earnings for the full year in the $1.75-to-$1.90 range, which is consistent with analysts' estimates established at the beginning of the year."
    Net earnings for the first six months of this year totaled $112 million, or 85 cents per share, compared with $107 million, or 81 cents per share, reported for the first half of 2001. Net sales for the first half of 2002 were $2.0 billion compared with $3.1 billion for the same period last year.
    The insurance settlements during the quarter stemmed from events in late 1997 and early 1998, in which Engelhard and other companies were victimized in an elaborate scheme involving base-metal inventories held in third-party warehouses in Japan. The latest settlements brought cash payments received this year from insurance associated with the Japan matter to $29 million, all of which has been used to purchase shares of the company's stock.
    The investment write down was taken to reflect the lower current value of an investment in fuel-cell developer Plug Power Inc., originally made as part of agreements between the two companies for development of advanced materials for fuel cells. The other charge in the quarter reflects costs associated with a plan to consolidate manufacturing of surface-coating technologies. The consolidation plan was a result of ongoing productivity initiatives.
    Cash flow remained strong through the second quarter. Over the first half of the year, the company generated approximately $85 million of free cash flow, which was used to reduce net debt and repurchase stock.

    Environmental Technologies

    Operating earnings from Environmental Technologies declined 15% to $31 million before the charge for manufacturing consolidation, while sales declined 4% to $171 million. The segment saw moderate increases in sales and earnings from its core automotive market. An unusually strong year-ago quarter caused by the ramp up of new, non-automotive applications combined with this year's increased development and start-up costs related to new technologies for diesel OEM and power-generation applications drove unfavorable comparisons year over year.

    Process Technologies

    Operating earnings from Process Technologies increased slightly to $23 million. Sales were $136 million, down from $147 million a year ago. Sales were impacted by both lower volumes in some chemical markets and lower precious metal prices, which are passed through to customers. Results from the petroleum refining market continue to benefit from favorable price/mix associated with new technologies and from reduced costs.

    Appearance and Performance Technologies

    Operating earnings from Appearance and Performance Technologies were $25 million, an increase of 117% over reported earnings in the year-ago period. Last year's quarter included a $7 million charge for asset redeployment that resulted from productivity initiatives. Excluding the impact of that charge, operating earnings rose 34%. Sales declined 2% to $171 million. While core demand in most of the segment's served markets was weak, results throughout this year reflect the benefit of lower costs resulting from productivity initiatives and market acceptance of new pigment and specialty technologies.

    Materials Services

    Operating earnings from Materials Services were $16 million excluding the benefit of the insurance settlements, up 24% from the same period last year. Sales were $496 million, down from $967 million. The earnings increase relates to the timing of platinum group metal transactions.
    The second-quarter also was highlighted by the official opening of a new gas-to-liquids catalyst facility in DeMeern, The Netherlands; dedication of new gasoline- and diesel-emission technology capabilities in Nienburg, Germany; and the combined contribution from new technologies in process and appearance markets.

    Engelhard Corporation is a surface and materials science company that develops technologies to improve customers' products and processes. A Fortune 500 company, Engelhard is a world-leading provider of technologies for environmental, process, appearance and performance applications. For more information, visit Engelhard on the Internet at www.engelhard.com

    Forward-looking statements: This document contains forward-looking statements in management's comments. There are a number of factors that could cause Engelhard's actual results to vary materially from those projected in the forward-looking statements. For a more thorough discussion of these factors, please refer to page 27 of Engelhard's 2001 Form 10-K, dated March 21, 2002.


                              ENGELHARD CORPORATION
                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                        (Thousands, except per share data)
                                   (Unaudited)

                           Three Months Ended      Six Months Ended
                                June 30,                June 30,
                        ----------------------- ----------------------
                            2002        2001       2002         2001
                        ----------   ---------- ----------  ----------
Net sales               $  982,314   $1,471,576 $1,984,135  $3,082,893
Cost of sales              805,158    1,298,506  1,646,287   2,743,575
                        ----------   ---------- ----------  ----------
 
     Gross profit          177,156      173,070    337,848     339,318
 
Selling, administrative 
 and other expenses         95,800       87,846    183,411     175,425
Special (credit)/charge     (7,862)       7,100     (7,862)      7,100
                        ----------   ---------- ----------  ----------
     Operating earnings     89,218       78,124    162,299     156,793
 
Equity in earnings of
  affiliates                 4,408       14,955      8,070      20,408
Loss on investments         (6,659)           -     (6,659)          -
Interest expense, net       (6,868)     (12,789)   (13,788)   (27,132)
                        ----------   ---------- ----------  ----------
 
     Earnings before
      income taxes          80,099       80,290    149,922     150,069
 
Income tax expense          20,024       20,790     37,480      42,770
                        ----------   ---------- ----------  ----------
 
     Net earnings       $   60,075(A)$   59,500 $  112,442  $  107,299
                        ==========   ========== ==========  ==========
 
Basic earnings
 per share              $     0.47   $     0.45 $     0.87  $     0.83
                        ==========   ========== ==========  ==========
 
Diluted earnings
 per share              $     0.46(A)$     0.45 $     0.85  $     0.81
                        ==========   ========== ==========  ==========
 
Cash dividends 
 paid per share         $     0.10   $     0.10 $     0.20  $     0.20
                        ==========   ========== ==========  ==========
Average number of 
 shares outstanding
 - basic                   128,707      131,098    128,750     129,674
                        ==========   ========== ==========  ==========
Average number of 
 shares outstanding 
 - diluted                 131,673      133,704    131,544     131,877
                        ==========   ========== ==========  ==========
Actual number of 
 shares outstanding        129,180      131,598    129,180     131,598
                        ==========   ========== ==========  ==========


(A) - Excluding an insurance settlement gain of $11.0 million ($6.8
      million after tax), an investment impairment of $6.7 million 
      ($4.1 million after tax) and a manufacturing consolidation 
      charge of $3.1 million ($1.9 million after tax), the Company 
      would have reported net earnings of $59.3 million and diluted 
      earnings per share of $0.45 in the second quarter of 2002.

                         ENGELHARD CORPORATION
                     BUSINESS SEGMENT INFORMATION
                              (Thousands)
                              (Unaudited)

                                 Three Months Ended         
                                      June 30,              
                              -----------------------       
                                  2002        2001    Change
                              ----------- ----------- ------
Net Sales
 Environmental Technologies   $   170,564  $  176,755    -4%
 Process Technologies             136,407     147,066    -7%
 Appearance and Performance
   Technologies                   170,632     174,629    -2%
 Materials Services               495,564     967,137   -49%
                              ----------- -----------       
       Reportable segments        973,167   1,465,587   -34%

 All other                          9,147       5,989    53%
                              ----------- -----------       
                              $   982,314 $ 1,471,576   -33%
                              =========== ===========       

Operating Earnings
 Environmental Technologies   $    27,983(A)$  36,707   -24%
 Process Technologies              22,972      22,677     1%
 Appearance and Performance
   Technologies                    24,720      11,409(C)117%
 Materials Services                27,245(B)   13,082   108%
                              ----------- -----------       
       Reportable segments        102,920      83,875    23%

 All other                        (13,702)     (5,751)  138%
                              ----------- -----------       
                                   89,218      78,124    14%

Equity in earnings of
  affiliates                        4,408      14,955   -71%
Loss on investments                (6,659)          -       
Interest expense, net              (6,868)    (12,789)  -46%
                              ----------- -----------       
       Earnings before income
         taxes                     80,099      80,290       

Income tax expense                 20,024      20,790    -4%
                              ----------- -----------       
       Net earnings           $    60,075 $    59,500     1%
                              =========== ===========       

                                   Six Months Ended
                                       June 30,
                               -----------------------
                                   2002        2001    Change
                               ----------  ----------- ------
Net Sales
 Environmental Technologies    $  335,005  $   345,237    -3%
 Process Technologies             251,852      282,780   -11%
 Appearance and Performance
   Technologies                   323,002      330,598    -2%
 Materials Services             1,056,293    2,111,017   -50%
                               ----------  -----------
       Reportable segments      1,966,152    3,069,632   -36%

 All other                         17,983       13,261    36%
                               ----------  -----------
                               $1,984,135  $ 3,082,893   -36%
                               ==========  ===========

Operating Earnings
 Environmental Technologies    $   67,644(A)$   79,133   -15%
 Process Technologies              40,041       39,011     3%
 Appearance and Performance
   Technologies                    39,851       21,513(C) 85%
 Materials Services                37,423(B)    34,254     9%
                               ----------  -----------
       Reportable segments        184,959      173,911     6%

 All other                        (22,660)     (17,118)   32%
                               ----------  -----------
                                  162,299      156,793     4%

Equity in earnings of
  affiliates                        8,070       20,408   -60%
Loss on investments                (6,659)           -
Interest expense, net             (13,788)     (27,132)  -49%
                               ----------  -----------
       Earnings before income
         taxes                    149,922      150,069

Income tax expense                 37,480       42,770   -12%
                               ----------  -----------
       Net earnings            $  112,442  $   107,299     5%
                               ==========  ===========


(A)- Includes a $3.1 million manufacturing consolidation charge.

(B)- Includes an $11.0 million insurance settlement gain.

(C)- Includes a $7.1 million special charge to reflect asset
     redeployment actions and productivity improvements.

                         ENGELHARD CORPORATION
                  CONDENSED CONSOLIDATED BALANCE SHEETS
                              (Thousands)
                              (Unaudited)

                                               June 30,   December 31,
                                                 2002        2001
                                           -------------------------
    Cash                                    $   57,015    $   33,034
    Receivables, net                           385,462       347,656
    Committed metal positions                  453,692       569,109
    Inventories                                413,776       401,647
    Other current assets                       165,781       142,301
                                            ----------  ------------
         Total current assets                1,475,726     1,493,747

    Investments                                212,309       213,467
    Property, plant and equipment, net         824,203       822,520
    Goodwill                                   271,910       253,603
    Other intangible and noncurrent assets     184,470       212,212
                                            ----------  ------------
         Total assets                       $2,968,618    $2,995,549
                                            ==========  ============

    Short-term borrowings                   $  369,044    $  389,051
    Accounts payable                           156,640       252,319
    Hedged metal obligations                   505,852       517,681
    Other current liabilities                  347,930       341,749
                                            ----------  ------------
         Total current liabilities           1,379,466     1,500,800

    Long-term debt                             241,184       237,853
    Other noncurrent liabilities               248,471       253,390
    Shareholders' equity                     1,099,497     1,003,506
                                            ----------  ------------
         Total liabilities and
              shareholders' equity          $2,968,618    $2,995,549
                                            ==========  ============

                              ENGELHARD CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Thousands)
                                   (Unaudited)
 
                                                 Six Months Ended
                                                      June 30,
                                             -----------------------
                                                2002         2001
                                             ----------   ----------
Cash flows from operating activities
  Net earnings                               $  112,442   $  107,299
  Adjustments to reconcile net
   earnings to net cash
   provided by/(used in) operating 
   activities
     Depreciation and depletion                  52,632       46,592
     Amortization of intangible assets            1,515        6,772
     Loss on investments                          6,659            -
     Equity results, net of dividends            (4,317)     (16,251)
     Net change in assets and liabilities
          Metal related                           7,706     (138,808)
          All other                              (6,449)     (32,833)
                                             ----------   ----------
 
          Net cash provided by/(used in)
           operating activities                 170,188      (27,229)
                                             ----------   ----------
 
Cash flows from investing activities
  Capital expenditures                          (46,196)     (71,743)
  Proceeds from sale of investments                   -        3,400
  Acquisitions and other investments             (2,400)      (3,000)
                                             ----------   ----------
          Net cash used in investing 
           activities                           (48,596)     (71,343)
                                             ----------   ----------
 
Cash flows from financing activities
  Decrease in short-term borrowings             (20,008)     (77,778)
  (Decrease)/increase in hedged metal 
    obligations     .                           (11,708)     152,103
  Repayment of long-term debt                      (153)      (8,910)
  Purchase of treasury stock                    (90,545)     (25,183)
  Stock option plan transactions                 45,335       87,613
  Dividends paid                                (25,914)     (26,334)
                                             ----------   ----------
 
          Net cash (used in)/provided
           by financing activities             (102,993)     101,511
 
Effect of exchange rate changes on cash           5,382       (3,477)
                                             ----------   ----------
          Net increase/(decrease) in cash        23,981         (538)
          Cash at beginning of year              33,034       33,534
                                             ----------   ----------
 
          Cash at end of period              $   57,015   $   32,996
                                             ==========   ==========