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EaglePicher Holdings, Inc. Announces Second Quarter and First Six Months of 2004 Financial Results and Timing of Q2 Earnings Conference Call

PHOENIX, July 14 -- EaglePicher Holdings, Inc. announces its second quarter and first six months of 2004 financial results and the filing of its Quarterly Report on Form 10-Q with the United States Securities and Exchange Commission (SEC). Included in this press release is a summary discussion of Sales, Earnings and Cash Flows. We have also included a copy of our balance sheet, income statement and statement of cash flows. To obtain a more detailed discussion of our financial condition and results of operations, see the Management's Discussion and Analysis of Financial Condition and Results of Operations in our Form 10-Q, which has been filed with the SEC and can be obtained at www.sec.gov. You can also obtain a copy of our Form 10-Q by visiting our web site at www.eaglepicher.com under About EaglePicher / Investor Relations/ SEC Filings/ Form 10-Q Second Quarter 2004.

  Second Quarter and First Six Months of 2004 Results

  Sales

Net sales increased $14.5 million, or 8.4%, to $186.4 million in the second quarter of 2004 from $171.9 million in the second quarter of 2003, and increased $16.8 million, or 5.0%, to $350.2 million in the first six months of 2004 from $333.4 million in the first six months of 2003.

The sales increase in the second quarter of 2004 was primarily driven by a $10.2 million, or 29.9%, increase in our Technologies Business Unit's Power Group Segment related to higher volumes and improved pricing in our defense and space businesses, as well as additional shipments of our EaglePicher Horizon Batteries that resulted in revenue of $1.2 million. In addition, the increase was driven by a $4.9 million, or 20.9%, increase in our Automotive Business Unit's Wolverine Segment primarily due to a 17.5% volume increase.

The sales increase in the first six months of 2004 was primarily driven by an $18.0 million, or 27.2%, increase in our Technologies Business Unit's Power Group Segment related to higher volumes and improved pricing in our defense and space businesses, as well as shipments of our EaglePicher Horizon Batteries that resulted in revenue of $2.2 million. In addition, the increase was driven by an $8.2 million, or 18.8%, increase in our Automotive Business Unit's Wolverine Segment, primarily due to a 13.8% volume increase. These increases were partially offset by a $6.2 million, or 3.8%, decrease in our Automotives Business Unit's Hillsdale Segment, due to reduced pricing and the phase-out of three specific programs, and a $5.4 million, or 37.9% decrease in our Technologies Business Unit's Specialty Materials Group Segment.

Earnings

Operating income decreased $5.5 million, or 27.2%, to $14.6 million in the second quarter of 2004 from $20.1 million in the second quarter of 2003, and decreased $8.3 million, or 27.2%, to $22.2 million in the first six months of 2004 from $30.5 million in the first six months of 2003. These changes were primarily the result of the following favorable/ (unfavorable) items (in million of dollars):

                                                Second       First Six
                                               Quarter        Months
                                               of 2004        of 2004

   a. Gross margin dollars                       $0.6          $ 1.9
   b. Selling and administrative expenses        (1.1)          (3.9)
   c. Depreciation and amortization               0.7            2.0
   d. Insurance related gains in 2003            (5.7)          (5.7)
   e. Loss from divestitures in 2004             --             (2.6)
                                                $(5.5)         $(8.3)

Gross margin dollars increased as a result of (a) higher volumes in our Technologies Business Unit (b) higher volumes and favorable foreign currency in our Filtration and Minerals and Wolverine Segments, partially offset by (a) increased steel costs and plant closure costs in our Wolverine Segment (b) increased commodity costs in our Filtration and Minerals Segment, (c) lower average selling prices, plant restructuring, and China sourcing start-up costs in our Hillsdale Segment, and (d) the reduced margin booking rate on a specific long-term defense contract in our Technologies Business Unit's Power Group Segment primarily due to additional cost and short-term production inefficiencies related to an accelerated increase in production volumes and capacity.

Selling and administrative expenses have increased primarily due to higher selling and management infrastructure costs to support various growth initiatives in our Power Group Segment, including the operations of our newly consolidated 62% owned venture, EaglePicher Horizon Batteries, as well as costs to support our global sourcing initiatives, primarily in China, in our Hillsdale Segment.

Cash Flows and Net Debt

Our net debt (total debt on the balance sheet plus the obligations of our asset-backed securitization less cash on our balance sheet) increased $38.3 million to $392.9 million at May 31, 2004 from $354.6 at November 30, 2003. The increase was primarily due to the following sources/ (uses) of cash:

   a.  $20.7 million from proceeds received from the sale of our
       Environmental Sciences & Technology business.

   b.  ($11.6) million decrease in accounts payable primarily related to
       changes in payment terms with three specific vendors, largely due to
       changed market conditions in the steel market.

   c.  ($8.8) million increase in inventories primarily related to an
       inventory build in our Hillsdale Segment to support plant and
       sourcing restructurings, and increases in our Wolverine Segment and
       Power Group Segment to support their sales growth.

   d.  ($16.0) million increase in receivables primarily due to (a) the
       funding of working capital in our newly controlled venture,
       EaglePicher Horizon Batteries and (b) increases in days sales
       outstanding in the second quarter of 2004 compared to the fourth
       quarter of 2003.

   e.  ($12.0) million increase in production on long-term defense contracts
       where costs are incurred before shipments or milestone billings are
       made and collected.  This was primarily driven by (a) 29.9% increase
       in our Power Group Segment's revenues in the second quarter of 2004,
       and (b) recently incurred production bottlenecks in the later stages
       of certain defense contracts which have resulted in the delay of
       certain shipments to customers.  We expect these bottlenecks to be
       somewhat eliminated in the second half of 2004.

   f.  ($20.8) million for capital expenditures.

   g.  ($3.5) million for the purchase of a controlling interest in
       EaglePicher Horizon Batteries, LLC.  We now have a 62% controlling
       interest in this venture.

  Q2 2004 Earnings Conference Call

On Thursday July 29, 2004, EaglePicher will also host a conference call to discuss its progress and performance for the quarter and the outlook for the future, followed by a question and answer session. The conference call, which may include forward looking statements, is scheduled to begin at 11:00 am Eastern Time (8:00 am Pacific). The conference call may be accessed by dialing (888) 288-0246 or +1 (706) 679-3901 for international callers a few minutes prior to the scheduled start time. Callers should ask for the EaglePicher Second Quarter Investor Call hosted by Tom Scherpenberg, Vice President and Treasurer. A copy of the presentation materials will also be available on our internet web site prior to the start of the call at www.eaglepicher.com under About EaglePicher / Investor Relations / Presentations / Q2 2004 Investor Call Presentation. A replay of the conference call will be available following the call. The replay can be accessed by dialing (800) 642-1687 or +1 (706) 645-9291 for international callers. The conference ID number for the replay is 8364995.

Reconciliation of Net Debt to our GAAP Financial Measure

The following is a reconciliation of our Net Debt to our GAAP balance sheet as of November 30, 2003 and May 31, 2004 (in millions of dollars):

                                                November 30,     May 31,
                                                    2003           2004

   Current portion of debt on our balance sheet      $13.3        $12.7
   Long-term portion of debt on our balance sheet    408.6        392.7
   Obligations of our accounts receivable
    asset-backed securitization                         --         21.7
   Cash on our balance sheet                         (67.3)       (34.2)
   Net debt                                         $354.6       $392.9

EaglePicher Incorporated, founded in 1843 and headquartered in Phoenix, Arizona, is a diversified manufacturer and marketer of innovative, advanced technology and industrial products and services for space, defense, environmental, automotive, medical, filtration, pharmaceutical, nuclear power, semiconductor and commercial applications worldwide. The company has 4,000 employees and operates more than 30 plants in the United States, Canada, Mexico, the U.K. and Germany. Additional information on the company is available on the Internet at www.eaglepicher.com.

EaglePicher Holdings, Inc. is the parent of EaglePicher Incorporated. EaglePicher(TM) is a trademark of EaglePicher Incorporated.

This news release contains statements that, to the extent that they are not recitations of historical fact, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, section 21E of the Securities Exchange Act of 1934. Such forward-looking information involves risks and uncertainties that could cause actual results to differ materially from those expressed in any such forward-looking statements. These risks and uncertainties include, but are not limited to, our ability to maintain existing relationships with customers, demand for our products, our ability to successfully implement productivity improvements and/or cost reduction initiatives; and our ability to develop, market and sell new products, our ability to obtain raw materials, increased government regulation or changing regulatory policies resulting in higher costs and/or restricting output, increased price competition, currency fluctuations, general economic conditions, acquisitions and divestitures, technological developments and changes in the competitive environment in which we operate, as well as factors discussed in our filings with the U.S. Securities and Exchange Commission.

                  CONDENSED CONSOLIDATED BALANCE SHEETS
                    November 30, 2003 and May 31, 2004
                  (unaudited) (in thousands of dollars)

                                                    2003           2004
                                    ASSETS
   Current Assets:
    Cash and cash equivalents                      $67,320        $34,168
    Receivables, net                                23,895         32,422
    Retained interest in EaglePicher Funding
     Corporation, net                               63,335         50,202
    Costs and estimated earnings in excess of
     billings                                       28,433         39,697
    Inventories                                     51,532         60,475
    Assets of discontinued operations               16,842             --
    Prepaid expenses and other assets               10,394         10,359
    Deferred income taxes                            8,526          8,526
                                                   270,277        235,849

   Property, Plant and Equipment, net              150,814        152,251
   Goodwill                                        152,040        161,676
   Prepaid Pension                                  56,891         56,981
   Other Assets, net                                33,516         31,371
                                                  $663,538       $638,128

                LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
   Current Liabilities:
    Accounts payable                               $88,542        $77,480
    Current portion of long-term debt               13,300         12,746
    Compensation and employee benefits              15,701         11,568
    Billings in excess of costs and estimated
     earnings                                        2,098          1,381
    Accrued divestiture reserve                      9,297          6,464
    Liabilities of discontinued operations           1,994            480
    Other accrued liabilities                       32,760         30,334
                                                   163,692        140,453

   Long-term Debt, net of current portion          408,570        392,667
   Postretirement Benefits Other Than Pensions      17,418         17,190
   Other Long-Term Liabilities                       9,649         14,744
   11.75% Cumulative Redeemable Exchangeable
    Preferred Stock                                154,416        162,754
                                                   753,745        727,808

   Commitments and Contingencies
   Shareholders' Equity (Deficit):
    Common stock                                        10             10
    Additional paid-in capital                      92,810         92,810
    Accumulated deficit                           (184,543)      (184,921)
    Accumulated other comprehensive income           1,516          2,421
                                                   (90,207)       (89,680)
                                                  $663,538       $638,128

            CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)
             Three and Six Months Ended May 31, 2003 and 2004
(unaudited) (in thousands of dollars, except share and per share amounts)

                              Three Months Ended       Six Months Ended
                                   May 31,                 May 31,
                              2003        2004        2003        2004

   Net Sales                $171,886    $186,410    $333,381    $350,170

   Operating Costs
    and Expenses:
     Cost of products
      sold (exclusive
      of depreciation)       130,629     144,584     256,482     271,368
     Selling and
      administrative          16,093      17,205      30,221      34,074
     Depreciation and
      amortization            10,826      10,006      21,850      19,883
     Insurance related gains  (5,736)         --      (5,736)         --
     Loss from divestitures       --          --          --       2,600
                             151,812     171,795     302,817     327,925
   Operating Income           20,074      14,615      30,564      22,245
    Interest expense          (7,742)     (9,204)    (15,531)    (17,810)
    Preferred stock
     dividends accrued            --      (4,169)         --      (8,338)
    Other income (expense),
     net                        (251)        580          73         287
   Income (Loss) from
    Continuing Operations
    Before
     Taxes                    12,081       1,822      15,106      (3,616)
     Income taxes              1,150         893       2,046       1,266
   Income (Loss) from
    Continuing Operations     10,931         929      13,060      (4,882)
   Discontinued Operations:
    Loss from operations
     of discontinued
     businesses, net of
     zero (benefit) provision
     for income taxes           (267)       (126)     (1,228)        (53)
    Gain (loss) on disposal
     of discontinued
     businesses, net of
     $600 benefit from
     income taxes in 2003
     and zero in 2004         (2,978)      4,619      (2,978)      4,557
   Net Income (Loss)           7,686       5,422       8,854        (378)
    Preferred stock
     dividends accreted
     or accrued               (4,169)         --      (8,106)         --
   Income (Loss)
    Applicable to Common
    Shareholders              $3,517      $5,422        $748       $(378)
   Basic and Diluted Net
    Income (Loss) per
     Share Applicable to
      Common Shareholders:
       Income (Loss) from
        Continuing Operations  $7.09       $0.93       $5.26      $(4.88)
       Income (loss) from
        Discontinued
        Operations             (3.40)        4.49      (4.47)       4.50
       Net Income (Loss)       $3.69       $5.42       $0.79      $(0.38)

   Weighted Average Number
    of Common Shares         953,667   1,000,000     942,083   1,000,000

             CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                  Six-Months Ended May 31, 2003 and 2004
                  (unaudited) (in thousands of dollars)

                                                      2003         2004

   Cash Flows From Operating Activities:
    Net income (loss)                                 $8,854       $(378)
    Adjustments to reconcile net income
     (loss) to net cash used in operating
     activities:
      Depreciation and amortization                   23,416      20,959
      Preferred stock dividends accrued                   --       8,338
      Loss (gain) on disposal of discontinued
       businesses                                      2,978      (4,557)
      Insurance gain ...                              (5,736)         --
      Deferred income taxes                               --         500
      Changes in assets and liabilities:
        Sale of receivables, net                     (20,250)     21,679
        Receivables and retained interest in
         EaglePicher Funding Corporation, net           (933)    (15,970)
        Costs and estimated earnings in excess
         of billings and billings in excess of
          costs and estimated earnings, net           (3,359)    (11,981)
        Inventories                                   (2,107)     (8,802)
        Accounts payable                              (3,048)    (11,588)
        Accrued liabilities                          (12,612)    (10,759)
        Other, net                                        38         124
       Net cash used in operating activities         (12,759)    (12,435)
   Cash Flows From Investing Activities:
    Proceeds from the sale of property
     and equipment, and other, net                     1,155         130
    Capital expenditures                              (8,544)    (20,765)
    Acquisition of majority interest in
     EaglePicher Horizon Batteries LLC                    --      (3,500)
       Net cash used in investing activities          (7,389)    (24,135)
   Cash Flows From Financing Activities:
    Reduction of long-term debt                       (8,463)    (16,524)
    Net borrowings under revolving credit
     agreements                                        5,500          --
    Proceeds from issuance of treasury stock             903          --
      Net cash used in financing activities           (2,060)    (16,524)
   Net cash (used in) provided by discontinued
    operations                                          (170)     20,733
   Effect of Exchange Rates on Cash                    4,364        (791)
   Net Decrease in Cash and Cash Equivalents         (18,014)    (33,152)
   Cash and Cash Equivalents, beginning of period     31,522      67,320
   Cash and Cash Equivalents, end of period          $13,508     $34,168
   Supplemental Cash Flow Information:
    Interest paid                                    $18,008     $19,112
    Income taxes paid (refunded), net                $(4,282)      $ 644