-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P+JscdGtCLjP6aCJ1voW7q0WGhG00l742IIV+QgBLHn5Opcy9V1Fy9DH83CBF+a1 rni3StyX4i4dlAH5CqOxuw== 0000950152-99-000277.txt : 19990120 0000950152-99-000277.hdr.sgml : 19990120 ACCESSION NUMBER: 0000950152-99-000277 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19980930 FILED AS OF DATE: 19990119 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPECIALTY CHEMICAL RESOURCES INC CENTRAL INDEX KEY: 0000703645 STANDARD INDUSTRIAL CLASSIFICATION: SPECIALTY CLEANING, POLISHING AND SANITATION PREPARATIONS [2842] IRS NUMBER: 341366838 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 001-11013 FILM NUMBER: 99508104 BUSINESS ADDRESS: STREET 1: 9055 FREEWAY DR CITY: MACEDONIA STATE: OH ZIP: 44056 BUSINESS PHONE: 2164681380 MAIL ADDRESS: STREET 1: 9055 FREEWAY DRIVE CITY: MACEDONIA STATE: OH ZIP: 44056 FORMER COMPANY: FORMER CONFORMED NAME: MOMENTUM INC DATE OF NAME CHANGE: 19920105 FORMER COMPANY: FORMER CONFORMED NAME: ELECTRONIC THEATRE RESTAURANTS CORP DATE OF NAME CHANGE: 19870120 10-Q/A 1 SPECIALITY CHEMICAL RESOURCES, INC. 10-Q/A 1 ===================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q/A QUARTERLY REPORT Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 For the quarter ended September 30, 1998 Commission file number 1-11013 SPECIALTY CHEMICAL RESOURCES, INC. ---------------------------------- Exact name of registrant as specified in its charter Delaware 34-1366838 ---------------------- ------------------------ State of incorporation I.R.S. Employer I.D. No. 9055 S. Freeway Drive; Macedonia, Ohio 44056 --------------------------------------------- Address of principal executive offices and zip code (330)468-1380 -------------- Registrant's telephone number, including area code Indicate by a check mark whether the Registrant(1)has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve (12) months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past ninety(90) days. Yes X No . --- ----- The number of outstanding shares of the Registrant's common stock as of October 16, 1998 was 3,882,260. - ------------------------------------------------------------------------------ - ---------------------------------Page 1 of 15-------------------------------- 2 Specialty Chemical Resources, Inc. Form 10-Q/A For the quarter ended September 30, 1998 Index Part I Financial Information Page Item 1. Financial Statements......................................3 Condensed Balance Sheets..................................3 Condensed Statements of Operations, 3 months..............5 Condensed Statements of Operations, 9 months..............6 Condensed Statements of Cash Flows, 3 months..............7 Condensed Statements of Cash Flows, 9 months..............8 Notes to Financial Statements.............................9 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations............10 Page 2 of 15 3 PART I. FINANCIAL INFORMATION Item 1. Financial Statements Specialty Chemical Resources, Inc. Condensed Balance Sheets
September 30, 1998 December 31, 1997 (Unaudited) (Audited) ------------------ ----------------- Current assets Cash and cash equivalents $ 3,100 $ 3,100 Accounts receivables 4,604,941 5,338,168 Receivable - Other 459,706 343,657 Inventories - LIFO 7,362,040 8,944,905 Prepaid expenses 437,015 360,196 ------------ ------------ Total current assets 12,866,802 14,990,026 Property, plant and equipment At cost 18,214,557 17,740,267 Less accumulated depreciation and amortization (6,517,278) (5,536,789) ------------ ------------ 11,697,279 12,203,478 Other assets Goodwill 873,259 894,319 Product formulation 479,702 692,894 Deferred financing 394,414 435,117 Other 286,404 302,044 ------------ ------------ 2,033,779 2,324,374 ------------ ------------ Total assets $ 26,597,860 $ 29,517,878 ============ ============
See accompanying Notes to Financial Statements. Page 3 of 15 4 Specialty Chemical Resources, Inc. Condensed Balance Sheets (continued)
September 30, 1998 December 31, 1997 (Unaudited) (Audited) ------------ ------------ Current liabilities Current maturities $ 1,153,355 $ 1,057,497 Accounts payable 3,765,637 6,893,119 Accrued expenses 401,742 624,759 ------------ ------------ Total current liabilities 5,320,734 8,575,375 Long-term obligations 16,789,312 15,445,820 Stockholders' equity Preferred stock - $.01 par value; authorized 1,996,500 shares Common stock - $.10 par value; authorized 13,000,000 shares; issued and outstanding 3,947,760 and 3,947,760 394,777 394,777 Additional paid in capital 41,935,125 41,935,125 Less common stock in treasury, At cost; 65,500 shares (118,722) (118,722) Accumulated deficit (37,723,366) (36,714,497) ------------ ------------ 4,487,814 5,496,683 ------------ ------------ $ 26,597,860 $ 29,517,878 ============ ============
See accompanying Notes to Financial Statements. Page 4 of 15 5 Specialty Chemical Resources, Inc. Condensed Statements of Operations (Unaudited) For the 3 month periods ended:
September 30, 1998 September 30, 1997 ------------------ ------------------ Net sales $ 8,611,291 $ 10,554,727 Cost of goods sold 6,958,350 8,685,176 ------------ ------------ Gross profit 1,652,941 1,869,551 Selling, general and administrative expenses 1,548,668 1,794,787 Amortization of intangibles 106,584 257,361 ------------ ------------ Operating profit (loss) (2,311) (182,597) Other (income) expense Interest expense 439,363 415,029 Other -0- (16,562) ------------ ------------ 439,363 398,467 ------------ ------------ Earnings (loss) before income taxes (441,674) (581,064) Income taxes -0- -0- ------------ ------------ Earnings (loss) (441,674) (581,064) ============ ============ Earnings (loss) per common share: $ (.11) $ (.15) Weighted average shares outstanding 3,882,260 3,882,264
See accompanying Notes to Financial Statements. Page 5 of 15 6 Specialty Chemical Resources, Inc. Condensed Statements of Operations (Unaudited) For the 9 month periods ended:
September 30, 1998 September 30, 1997 ------------------ ------------------ Net sales $ 27,997,442 $ 30,107,509 Cost of goods sold 22,443,297 24,386,515 ------------ ------------ Gross profit 5,554,145 5,720,994 Selling, general and administrative expenses 5,002,429 4,786,326 Amortization of intangibles 319,718 772,683 ------------ ------------ Operating profit 231,998 161,985 Other (income) expense Interest expense 1,240,867 1,014,206 Other -0- (66,139) ------------ ------------ 1,240,867 948,067 Earnings (loss) before income taxes (1,008,869) (786,082) Income taxes (benefit) -0- -0- ------------ ------------ Earnings (loss) (1,008,869) (786,082) Earnings (loss) per common share: $ (.26) $ (.20) Weighted average shares outstanding 3,882,261 3,882,264
See accompanying Notes to Financial Statements. Page 6 of 15 7 Specialty Chemical Resources, Inc. Condensed Statements of Cash Flows (Unaudited) For the 3 month periods ended:
September 30, 1998 September 30, 1997 ------------------ ------------------ Net cash provided (used) by operating activities $ 620,959 $ 911,182 Cash flows from investing activities: Capital expenditures, other (21,538) (109,496) Purchase of assets from Hysan Corp. -0- (224,437) ------------ ------------ Net cash (used) by investing activities (21,538) (333,933) Cash flows from financing activities: Payments on revolver (9,558,009) (12,001,221) Proceeds on revolver 8,958,588 11,384,463 ------------ ------------ Net cash provided (used) by financing activities (599,421) (616,758) ------------ ------------ Net increase (decrease) in cash and cash equivalents -0- (39,509) Cash and cash equivalents at beginning of period 3,100 42,609 ------------ ------------ Cash and cash equivalents at end of period $ 3,100 $ 3,100 ============ ============
See accompanying Notes to Financial Statements. Page 7 of 15 8 Specialty Chemical Resources, Inc. Condensed Statements of Cash Flows (Unaudited) For the 9 month periods ended:
September 30, 1998 September 30, 1997 ------------------ ------------------ Net cash provided (used) by operating activities $ (709,514) $ 3,364,362 Cash flows from investing activities: Capital expenditures, other (507,986) (685,293) Purchase of assets from Hysan Corp. -0- (7,009,437) ------------ ------------ Net cash (used) by investing activities (507,986) (7,694,730) Cash flows from financing activities: Proceeds from notes 1,500,000 -0- Payments on revolver (31,329,938) (34,690,721) Proceeds on revolver 31,047,438 38,855,548 ------------ ------------ Net cash provided (used) by financing activities 1,217,500 4,164,827 ------------ ------------ Net increase (decrease) in cash and cash equivalents -0- (165,541) Cash and cash equivalents at beginning of period 3,100 168,641 ------------ ------------ Cash and cash equivalents at end of period $ 3,100 $ 3,100 ============ ============
See accompanying Notes to Financial Statements. Page 8 of 15 9 Specialty Chemical Resources, Inc. Notes to Financial Statements Note A - Summary of Significant Accounting Policies The accompanying audited and unaudited financial statements have been prepared in conformity with generally accepted accounting principles and all adjustments are of a normal recurring nature and are, in the opinion of management, necessary to present fairly the financial position of Specialty Chemical Resources, Inc. (the "Company") at December 31, 1997 and September 30, 1998 and the results of operations and cash flows for the interim periods ended September 30, 1998 and 1997. Any significant accounting policies employed in the preparation of the financial statements are included in the Company's most recent Form 10-K. Note B - Inventories Inventories are stated at the lower of cost or market determined by the last-in, first-out (LIFO) method for raw materials and the first-in, first-out (FIFO) method for finished goods. The Company's inventories consisted of the following at:
September 30, December 3l, 1998 1997 ------------- ------------ Raw materials $4,385,036 $5,416,048 Finished goods 3,672,561 4,224,414 ---------- ---------- Total FIFO cost 8,057,597 9,640,462 Less: Excess of FIFO cost over LIFO 695,557 695,557 ---------- ---------- Total LIFO cost $7,362,040 $8,944,905 ---------- ----------
Note C - Legal Proceedings There have been no material changes in the status of legal proceedings pending against the Company from that which was reported on the Company's most recent Form 10-K, except as follows: 1. 9150 GROUP V. AEROSOL SYSTEMS, INC., A DIVISION OF SPECIALTY CHEMICAL RESOURCES, INC., Case No. 297562, now pending in the Cuyahoga County Court of Common Pleas. Since discovery was not completed, the May 19, 1998 trial date for the case was continued. No new trial date has been set. 2. HYSAN ASSET PURCHASE TRANSACTION CLAIMS: In August, 1998, Hysan Corporation filed a demand for arbitration before the American Arbitration Association in Chicago in connection with its asset purchase agreement with the Company. In its demand, Hysan Corporation seeks compensatory damages from the Company (from a post-closing escrow account) in the amount of $251,000. The Company has denied the material allegations in the arbitration demand and has asserted a counterclaim against Hysan Corporation seeking $542,863.96 from the post-closing escrow account and, to the extent that the amount sought exceeds the escrow account, from Hysan Corporation. 3. MACEDONIA PLANT ISSUES: A. With regard to the closure plan which the Company submitted to the Ohio Environmental Protection Agency ("the Ohio EPA") to address contamination identified at the Macedonia Plant, the Company believes that, as of September 23, 1998, the total costs of necessary closure activities are consistent with previously disclosed cost estimates which range from $1,526,300 to $2,000,000. Based on a recent risk assessment performed by one of the Company's environmental consultants, the Company believes that necessary remedial activities have been substantially completed. B. The Company is currently negotiating with the Attorney General regarding the Company's alleged violations of the 1990 Consent Order. C. On May, 21, 1998, the Company received a letter from the Ohio EPA alleging that odors from the Macedonia Plant and dust from its unpaved parking lot constitute a nuisance. Further, the Ohio EPA contends that the Company must submit revised permit applications for its can filling and gassing lines, which according to the Ohio EPA have been erroneously granted permits to allow the filling part of each line to be a separate emissions unit. The Company does not believe that odors from its Macedonia Plant or dust from its parking lot constitute a nuisance as defined by applicable law. However, the Ohio EPA's request for the Company to re-evaluate and re-submit its existing air permits ultimately may require the addition of supplemental air pollution control technology at the Macedonia Plant or lead to litigation regarding such permit issues. Page 9 of 15 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Results of Operations The following table sets forth, for the periods indicated, the percentage relationship to net sales of certain items included in the Company's Statement of Operations.
Nine Months Ended Three Months Ended September 30, September 30, ------------- ------------- 1998 1997 1998 1997 ---- ---- ---- ---- Net sales................................... 100.0% 100.0% 100.0% 100.0% Cost of goods sold.......................... 80.2% 81.0% 80.8% 82.3% Gross profit.............................. 19.8% 19.0% 19.2% 17.7% Selling, general and administrative expenses 17.9% 15.9% 18.0% 17.0% Operating profit.(loss).................... .8% .5% 0.0% (1.7%) Interest expense............................ 4.4% 3.4% 5.1% 3.9%
Net sales of $27,997,000 for the nine months ended September 30, 1998 were $2,111,000, or 7.0% below the comparable period in the prior year. The decrease is due to reduced unit volume of the Company's Janitorial/Sanitation and Automotive Products. For the third quarter ended September 30, 1998, net sales of $8,611,000 were $1,944,000, or 18.4% below the comparable period in the prior year. The decrease in net sales is due to the same reasons discussed above with respect to the nine-month period. Cost of goods sold for the nine-month period ended September 30, 1998, decreased by $1,944,000 as compared to the same period in the prior year. This decrease was due principally to reduced unit volume discussed above and cost reduction efforts initiated earlier this year. Cost of goods sold decreased as a percentage of net sales from 81.0% to 80.2% for the nine-month periods ended September 30, 1997 and 1998, respectively, due to cost reduction efforts that include improved labor productivity, as well as improved material utilization efficiencies. Page 10 of 15 11 Cost of goods sold decreased by $1,727,000 for the three-months ended September 30, 1998 as compared to the same period in the prior year. This decrease was due principally to the reduced unit volume discussed above and cost reduction efforts. Cost of goods sold decreased as a percentage of net sales from 82.3% to 80.8% for the three-months ended September 30, 1998 as compared to the same period in the prior year. The decrease as a percentage of net sales was due to cost reduction efforts that include improved labor productivity, as well as improved material utilization efficiencies. Selling, general and administrative expenses were $5,002,000 for the nine-month period September 30, 1998, or 17.9% of net sales. Selling, general and administrative expenses were $4,786,000 or 15.9% of net sales for the nine-month period ended September 30, 1997. The increase in selling, general and administrative expense dollars is due to increased staffing and compensation costs which were the result of the acquisition of the Hysan assets in May, 1997. See "Liquidity and Capital Resources". The increased percentage is due to the increased costs and the decrease in sales. Selling, general and administrative expenses were $1,549,000 for the quarter ended September 30, 1998, or 18.0% of net sales. Selling, general and administrative expenses were $1,795,000, or 17.0% of net sales for the three-month period ended September 30, 1997. The decrease in selling, general and administrative expense is due to cost reduction initiatives undertaken by the Company and a reduction of volume-related selling expenses. The increased percentage is due to the decrease in sales. Interest expense for the nine-months ended September 30, 1998, was 4.4% of net sales versus 3.4% for the comparable period in the prior year. Interest expense was $1,241,000 for the nine-months ended September 30, 1998 as compared to $1,014,000 for the nine-months ended September 30, 1997. The increase in interest expense is due to increased borrowing under the Company's senior credit facility which was due to the acquisition of the Hysan assets in May, 1997. See "Liquidity and Capital Resources". Interest expense for the quarter ended, September 30, 1998, was 5.1% of net sales versus 3.9% for the comparable period in the prior year. Interest expense was $439,000 for the quarter ended September 30, 1998 as compared to $415,000 for the same period in 1997. The increase in interest expense is due to increased borrowings under the Company's senior credit facility. See "Liquidity and Capital Resources". Page 11 of 15 12 The Company recorded a net loss for the nine-months ended September 30, 1998 of $1,008,869, or $.26 per share on weighted average shares outstanding of 3,882,261. This compared to a net loss of $786,082, or $.20 per share on weighted average shares outstanding of 3,882,264 for the same period in the prior year. For the quarter ended September 30, 1998, the Company had a net loss of $441,674, or $.11 per share on weighted average shares outstanding of 3,882,260 as compared to a net loss of $581,064, or $.15 per share on weighted average shares outstanding of 3,882,264 for the same period in the prior year. Liquidity and Capital Resources As of September 30, 1998, the Company's ratio of current assets to current liabilities was 2.42 to 1 and the quick ratio (cash, cash equivalents, and accounts receivable, divided by current liabilities) was .97 to 1. During the nine-months ended September 30, 1998, the Company incurred $1,241,000 in interest expense and made interest payments totaling $1,013,000. Accrued interest at September 30, 1998 was $100,000. Most of the Company's interest expense is related to the Company's credit agreement with a bank, the $4,000,000 of 6% subordinated convertible debt, issued October, 1996 and the $1,500,000 12% subordinated notes, issued June 15, 1998. On May 22, 1997 the Company, in connection with the acquisition of the Hysan Assets, executed an amendment to its current credit agreement (the "Credit Agreement") with its senior lender Star Bank, N.A. The amended Credit Agreement provides for a $15,000,000 facility which expires on December 31, 2000, comprised of a revolving line of credit and three term loans, one of which has been repaid. Borrowings on the revolving line of credit and one of the remaining term loans bears interest at the prime rate plus 1.5%, subject to decrease if certain ratios and financial test are met, while the other term loan bears interest at the prime rate plus 4.5%. Under the terms of the Credit Agreement, the Company is required to comply with various covenants, the most restrictive of which relates to the maintenance of certain financial ratios, levels of tangible net worth, limits on capital expenditures and restrictions on distributions from the Company to its stockholders. On April 14, 1998, the Company and the senior lender executed a Second Amendment to the Credit Agreement whereby the senior lender revised the various financial covenants and required that the Company provide an acceptable plan to the bank to provide additional capital for the Company. On May 20, 1998 the Company and its senior lender executed a third amendment to the Credit Agreement related to the implementation of the Company's recapitalization plan. On November 12, 1998, the Company and its senior lender executed a Fourth Page 12 of 15 13 Amendment to the Credit Agreement, to allow the Company to issue $1,800,000 of new Subordinated Convertible Notes, to reduce the total credit facility from $15 million to $14 million, to revise repayment schedules for the two continuing term loans and to revise certain financial covenants. The revised term loan repayment schedule does not alter the monthly amount of repayment, but restructures the application of repayment to pay off the higher interest bearing (prime +4.5%) term loan first and then commence repayment of the lower interest (prime +1.5%) term loan. The Company is currently in compliance with all covenants set by the Fourth Amendment to the Credit Agreement. As of September 30, 1998, approximately $204,000 was unused and available under the Credit Agreement. During January, 1998, the Company refinanced the mortgage on its distribution center and corporate offices with a $1,125,000 note with a new bank. The note, which bears interest at 8.75%, requires twelve monthly interest only payments until February 1, 1999. Commencing on February 1, 1999, the note requires 167 monthly principal and interest payments of $11,790, the final payment being due on November 1, 2012. The borrowing is collateralized by a facility which serves as the Company's distribution center and corporate offices. On May 20, 1998, the Company issued three $150,000 principal amount subordinated promissory notes to Martin Trust, CEW Partners and Edwin M. Roth, respectively (the "Investors"). Such notes were due June 22, 1998. On June 15, 1998, the Company issued three $500,000 principal amount promissory notes subordinated to the bank (the "Subordinated Notes") to such Investors in part to refinance the original notes issued on May 20, 1998. Such Subordinated Notes are due December 15, 1998. The Investors and the Company agreed at the time these loans were made that the Bridge Notes would be refinanced with the net proceeds of a pro rata rights offering of Company debt to its stockholders and its holders of Original Notes. On November 3, 1998, the Company filed a registration statement for an offering of subscription rights to purchase an aggregate principal amount of $1,800,000 of 6% Convertible Subordinated Notes due in ten years (the "New Notes") to stockholders and holders of the 6% Convertible Subordinated Notes due 2006 (the "Original Notes"). The net proceeds available to the Company from the Rights Offering are anticipated to be approximately $1,600,000. Such net proceeds will be used to repay certain indebtedness, along with accrued interest, to the Investors. The Investors may cancel all or a portion of the indebtedness represented by the Bridge Notes as payment of the Subscription Price. In this case, the net proceeds available to the Company will be less than $1,600,000 and the indebtedness to be repaid with such net proceeds will be reduced by the same amount. Page 13 of 15 14 The Company spent $508,000 on capital improvements and other investing activities during the nine-month period ended September 30, 1998. In addition, the Company expects to spend up to $50,000 on capital improvements during the balance of the current fiscal year, which are to be funded from operating cash flows and borrowings under the credit agreement. Subject to the Company's ability to refinance the Subordinated Convertible Notes through the rights offering referred to above, or otherwise, the Company believes it has funds available to it under its Credit Agreement and from operations that will enable it to satisfy its operating needs and capital improvements for the current fiscal year. Year 2000 Many computer systems and software products will have trouble processing data related to the Year 2000. Specialty Chemical has reviewed all of its information technology and non-information technology computer systems, computer chips and software products for Year 2000 problems and has determined that its operational systems and products relating to production and shipments should not have Year 2000 problems, but that certain financial systems and products and outsourced payroll systems should be upgraded or replaced. Specialty Chemical is currently in the process of replacing its vendor for outsourced payroll systems. Specialty Chemical intends to begin replacing financial computer systems and software products in early 1999 and believes that new systems and products will be in place by the middle of 1999. During 1998, Specialty Chemical made no expenditures relating to Year 2000 issues and used internal personnel to complete all work on such issues. In 1999, Specialty Chemical expects to spend approximately $80,000 to complete its Year 2000 compliance efforts, which will be funded from operating cash flows and borrowings under its credit agreement. Specialty Chemical has received verbal and written responses from its material suppliers and vendors regarding their Year 2000 compliance efforts. All have responded that they either are compliant or have plans to be compliant prior to the Year 2000. Specialty Chemical's contingency plan for uninterrupted material supply sources includes maintaining multiple suppliers for most of its raw materials and identifying back up suppliers for all key materials. However, if Specialty Chemical's upgrade and replacement plan is not successful, or its material suppliers or vendors develop Year 2000 problems, then Specialty Chemical may suffer significant losses which would have a material adverse effect on its business. Forward-Looking Statements Certain statements contained herein that are not statements of historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and are thus prospective. Such forward-looking statements include, without limitation, statements regarding expected financial performance, ongoing business strategies and possible future action that the Company intends to pursue in order to achieve strategic objectives. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from the results expressed or implied by any forward-looking statements ("Cautionary Statements") include general economic conditions, conditions in the Company's industry, the uncertainty of availability of net operating loss carryovers, the outcomes of certain environmental and legal proceedings and the adequacy of Year 2000 compliance measures. All subsequent written and oral forward-looking statements relating to the matters described herein and attributable to the Company or to persons acting on behalf of the Company are expressly qualified in their entirety by the Cautionary Statements. Page 14 of 15 15 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. Specialty Chemical Resources, Inc. By:/s/ DAVID F. SPINK January 18, 1999 ------------------------------- David F. Spink Vice President, Chief Financial Officer Page 15 of 15 -----END PRIVACY-ENHANCED MESSAGE-----