þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the quarterly period ended November 30, 2008, | ||
or
|
||
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the transition period from to . |
DELAWARE
(State or other jurisdiction of incorporation or organization) |
02-0642224
(IRS Employer Identification No.) |
|
P.O. BOX 777;
2628 PEARL ROAD; MEDINA, OHIO (Address of principal executive offices) |
44258
(Zip Code) |
Large accelerated
filer
þ
|
Accelerated filer o | Non-accelerated filer o | Smaller reporting company o | |||
(Do not check if a smaller reporting company) |
* | As used herein, the terms RPM and the Company refer to RPM International Inc. and its subsidiaries, unless the context indicates otherwise. |
2
7
15
3
Table of Contents
Three Months Ended
Six Months Ended
November 30,
November 30,
November 30,
November 30,
2008
2007
2008
2007
(Unaudited)
(In thousands, except per share amounts)
$
889,965
$
905,708
$
1,875,430
$
1,836,047
533,239
537,970
1,115,115
1,084,407
356,726
367,738
760,315
751,640
278,982
274,718
571,672
545,753
17,394
12,107
27,980
24,825
60,350
80,913
160,663
181,062
18,624
26,058
49,420
57,939
$
41,726
$
54,855
$
111,243
$
123,123
127,090
120,057
126,158
120,027
128,137
130,608
129,197
130,474
$
0.33
$
0.46
$
0.88
$
1.03
$
0.33
$
0.43
$
0.86
$
0.96
$
0.200
$
0.190
$
0.390
$
0.365
4
Table of Contents
Six Months Ended November 30,
2008
2007
(Unaudited)
(In thousands)
$
111,243
$
123,123
32,175
30,962
11,254
10,813
5,034
20,294
(931
)
(606
)
212,078
120,336
(15,607
)
(29,130
)
18,138
(4,648
)
(130,500
)
(85,437
)
(48,776
)
(32,304
)
1,693
(6,692
)
(37,279
)
(4,278
)
(32,436
)
(48,873
)
(22,038
)
10,531
104,048
104,091
(24,887
)
(17,477
)
(3,733
)
(9,291
)
(69,133
)
(43,731
)
63,612
41,103
44,800
3,296
(338
)
(30,845
)
15,066
87,209
5,727
(49,576
)
(58,838
)
(50,470
)
(44,328
)
(45,184
)
(5,730
)
1,690
5,239
(56,331
)
(97,930
)
(42,834
)
10,837
(25,962
)
32,064
231,251
159,016
$
205,289
$
191,080
5
Table of Contents
NOTE A
BASIS OF
PRESENTATION
NOTE B
MARKETABLE
SECURITIES
Available-For-Sale Securities
Estimated
Gross
Gross
Fair Value
Amortized
Unrealized
Unrealized
(Net Carrying
Cost
Gains
Losses
Amount)
(In thousands)
$
41,176
$
359
$
(15,875
)
$
25,660
23,532
(7,310
)
16,222
64,708
359
(23,185
)
41,882
10,318
533
(31
)
10,820
17,147
361
(391
)
17,117
27,465
894
(422
)
27,937
$
92,173
$
1,253
$
(23,607
)
$
69,819
6
Table of Contents
Available-For-Sale Securities
Estimated
Gross
Gross
Fair Value
Amortized
Unrealized
Unrealized
(Net Carrying
Cost
Gains
Losses
Amount)
(In thousands)
$
40,274
$
18,500
$
(1,034
)
$
57,740
18,401
2,020
(418
)
20,003
58,675
20,520
(1,452
)
77,743
19,934
394
(95
)
20,233
12,480
144
(200
)
12,424
32,414
538
(295
)
32,657
$
91,089
$
21,058
$
(1,747
)
$
110,400
Table of Contents
November 30, 2008
May 31, 2008
Gross
Gross
Fair
Unrealized
Unrealized
Value
Losses
Fair Value
Losses
(In thousands)
$
44,718
$
(23,607
)
$
25,785
$
(1,747
)
39,502
(20,112
)
24,730
(1,635
)
5,216
(3,495
)
1,055
(112
)
Amortized Cost
Fair Value
(In thousands)
$
1,348
$
1,348
13,971
14,379
5,022
5,178
7,124
7,032
$
27,465
$
27,937
NOTE C
FAIR
VALUE MEASUREMENTS
8
Table of Contents
Quoted Prices in
Significant
Active Markets for
Significant Other
Unobservable
Identical Assets
Observable Inputs
Inputs
Fair Value at
(Level 1)
(Level 2)
(Level 3)
November 30, 2008
(In thousands)
$
70,486
$
$
$
70,486
7,509
7,509
$
70,486
$
7,509
$
$
77,995
NOTE D
INVENTORIES
November 30, 2008
May 31, 2008
(In thousands)
$
152,283
$
151,400
340,958
324,749
$
493,241
$
476,149
9
Table of Contents
NOTE E
COMPREHENSIVE INCOME
Three Months Ended November 30,
Six Months Ended November 30,
2008
2007
2008
2007
(In thousands)
$
41,726
$
54,855
$
111,243
$
123,123
(125,465
)
35,089
(173,871
)
38,757
3,063
928
4,987
(1,380
)
(16,840
)
10,802
(27,804
)
9,660
46
3,949
1,246
5,621
$
(97,470
)
$
105,623
$
(84,199
)
$
175,781
NOTE F
CONTINGENCIES AND OTHER ACCRUED LOSSES
10
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11
Table of Contents
12
Table of Contents
(Current and Long-Term)
Balance at
Additions to
Balance at
Beginning of
Asbestos
End of
Period
Charge
Deductions*
Period
(In thousands)
$
559,745
$
32,436
$
527,309
354,268
$
288,100
82,623
559,745
421,285
67,017
354,268
*
Deductions include payments for defense-related costs and
amounts paid to settle claims.
13
Table of Contents
NOTE G
PENSION
AND POSTRETIREMENT HEALTH CARE BENEFITS
U.S. Plans
Non-U.S. Plans
Six Months Ended
Six Months Ended
November 30,
November 30,
2008
2007
2008
2007
(In thousands)
$
7,360
$
7,120
$
1,519
$
1,734
5,954
5,148
3,830
3,268
(6,446
)
(6,660
)
(3,693
)
(3,357
)
171
120
2
13
1,326
707
622
763
$
8,365
$
6,435
$
2,280
$
2,421
U.S. Plans
Non-U.S. Plans
Six Months Ended
Six Months Ended
November 30,
November 30,
2008
2007
2008
2007
(In thousands)
$
$
$
196
$
247
216
261
378
337
(14
)
(14
)
(48
)
44
$
154
$
247
$
574
$
628
14
Table of Contents
U.S. Plans
Non-U.S. Plans
Quarter Ended
Quarter Ended
November 30,
November 30,
2008
2007
2008
2007
(In thousands)
$
3,654
$
3,560
$
759
$
867
3,026
2,574
1,915
1,634
(3,217
)
(3,330
)
(1,846
)
(1,678
)
86
60
1
7
767
353
311
382
$
4,316
$
3,217
$
1,140
$
1,212
U.S. Plans
Non-U.S. Plans
Quarter Ended
Quarter Ended
November 30,
November 30,
2008
2007
2008
2007
(In thousands)
$
$
$
98
$
124
108
131
189
169
(7
)
(7
)
(24
)
22
$
77
$
124
$
287
$
315
NOTE H
EARNINGS
PER SHARE
Table of Contents
Quarter Ended November 30,
Six Months Ended November 30,
2008
2007
2008
2007
(In thousands, except per share amounts)
127,090
120,057
126,158
120,027
1,047
2,518
1,363
2,414
8,033
1,676
8,033
128,137
130,608
129,197
130,474
$
41,726
$
54,855
$
111,243
$
123,123
771
280
1,542
$
41,726
$
55,626
$
111,523
$
124,665
$
0.33
$
0.46
$
0.88
$
1.03
$
0.33
$
0.43
$
0.86
$
0.96
NOTE I
INCOME
TAXES
16
Table of Contents
NOTE J
SEGMENT
INFORMATION
17
Table of Contents
Three Months Ended November 30,
Six Months Ended November 30,
2008
2007
2008
2007
(In thousands)
$
625,578
$
605,846
$
1,323,160
$
1,214,446
264,387
299,862
552,270
621,601
$
889,965
$
905,708
$
1,875,430
$
1,836,047
$
264,409
$
254,315
$
556,184
$
509,859
92,317
113,423
204,131
241,781
$
356,726
$
367,738
$
760,315
$
751,640
$
70,958
$
73,058
$
162,470
$
152,710
14,806
29,819
48,071
72,670
(25,414
)
(21,964
)
(49,878
)
(44,318
)
$
60,350
$
80,913
$
160,663
$
181,062
November 30, 2008
May 31, 2008
$
1,900,787
$
2,130,532
1,180,649
1,342,572
271,766
290,463
$
3,353,202
$
3,763,567
NOTE K
STOCK
REPURCHASE PROGRAM
18
Table of Contents
NOTE L
CONVERTIBLE NOTES
NOTE M
NEW
ACCOUNTING STANDARDS
19
Table of Contents
ITEM 2.
MANAGEMENTS
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
20
Table of Contents
significant under-performance relative to historical or
projected future operating results;
significant changes in the manner of our use of the acquired
assets;
significant changes in the strategy for our overall
business; and
significant negative industry or economic trends.
21
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22
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23
Table of Contents
Quarter Ended November 30,
Six Months Ended November 30,
2008
2007
2008
2007
(In thousands)
$
625,578
$
605,846
$
1,323,160
$
1,214,446
264,387
299,862
552,270
621,601
$
889,965
$
905,708
$
1,875,430
$
1,836,047
$
264,409
$
254,315
$
556,184
$
509,859
92,317
113,423
204,131
241,781
$
356,726
$
367,738
$
760,315
$
751,640
$
70,958
$
73,058
$
162,470
$
152,710
(37
)
(915
)
(96
)
(1,657
)
$
70,995
$
73,973
$
162,566
$
154,367
$
14,806
$
29,819
$
48,071
$
72,670
(1,074
)
(994
)
(2,416
)
(1,850
)
$
15,880
$
30,813
$
50,487
$
74,520
$
(25,414
)
$
(21,964
)
$
(49,878
)
$
(44,318
)
(16,283
)
(10,198
)
(25,468
)
(21,318
)
$
(9,131
)
$
(11,766
)
$
(24,410
)
$
(23,000
)
$
60,350
$
80,913
$
160,663
$
181,062
(17,394
)
(12,107
)
(27,980
)
(24,825
)
$
77,744
$
93,020
$
188,643
$
205,887
24
Table of Contents
(a)
The presentation includes a reconciliation of Income (Loss)
Before Income Taxes, a measure defined by generally accepted
accounting principles (GAAP) in the U.S., to EBIT.
(b)
EBIT is defined as earnings before interest and taxes. We
evaluate the profit performance of our segments based on income
before income taxes, but also look to EBIT as a performance
evaluation measure because interest expense is essentially
related to corporate acquisitions, as opposed to segment
operations. We believe EBIT is useful to investors for this
purpose as well, using EBIT as a metric in their investment
decisions. EBIT should not be considered an alternative to, or
more meaningful than, operating income as determined in
accordance with GAAP, since EBIT omits the impact of interest
and taxes in determining operating performance, which represent
items necessary to our continued operations, given our level of
indebtedness and ongoing tax obligations. Nonetheless, EBIT is a
key measure expected by and useful to our fixed income
investors, rating agencies and the banking community all of whom
believe, and we concur, that this measure is critical to the
capital markets analysis of our segments core
operating performance. We also evaluate EBIT because it is clear
that movements in EBIT impact our ability to attract financing.
Our underwriters and bankers consistently require inclusion of
this measure in offering memoranda in conjunction with any debt
underwriting or bank financing. EBIT may not be indicative of
our historical operating results, nor is it meant to be
predictive of potential future results.
25
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26
Table of Contents
27
Table of Contents
28
Table of Contents
29
Table of Contents
30
Table of Contents
31
Table of Contents
Total
Contractual
Payment
Payments Due in
Stream
2009
2010-11
2012-13
After 2013
(In thousands)
$
962,611
$
171,247
$
1,977
$
189,604
$
599,783
4,631
764
1,361
1,237
1,269
134,442
34,165
43,967
21,962
34,348
274,826
42,328
74,374
68,124
90,000
213,600
18,700
38,300
52,700
103,900
$
1,590,110
$
267,204
$
159,979
$
333,627
$
829,300
(1)
Excluded from other long-term liabilities is our liability for
unrecognized tax benefits, which totaled $4.7 million at
November 30, 2008. Currently, we cannot predict with
reasonable reliability the timing of cash settlements to the
respective taxing authorities.
(2)
These amounts represent our estimated cash contributions to be
made in the periods indicated for our pension and postretirement
plans, assuming no actuarial gains or losses, assumption changes
or plan changes occur in any period. The projection results
assume $10.2 million will be contributed to the U.S. plans
in fiscal 2009; all other plans and years assume the required
minimum contribution will be contributed. Also included are
expected interest payments on long-term debt.
32
Table of Contents
ITEM 3.
QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 4.
CONTROLS
AND PROCEDURES
33
Table of Contents
ITEM 1.
LEGAL
PROCEEDINGS
34
Table of Contents
ITEM 1A.
RISK
FACTORS
35
Table of Contents
ITEM 2.
UNREGISTERED
SALE OF EQUITY SECURITIES AND USE OF PROCEEDS
Maximum
Total Number
Number of
of Shares
Shares that
Purchased as
May Yet be
Part of Publicly
Purchased
Total Number
Announced
Under the
of Shares
Average Price
Plans or
Plans or
Purchased(1)
Paid per Share
Programs
Programs(2)
105,400
$
20.35
105,400
1,133,697
$
16.27
1,040,724
457
$
14.28
1,239,554
$
16.62
1,146,124
(1)
A total of 93,430 shares of common stock reported as
purchased are attributable to shares of common stock that were
disposed of back to us in satisfaction of tax obligations
related to the vesting of restricted stocks which were granted
under RPM International Inc.s 2004 Omnibus Equity Plan,
the 2003 Restricted Stock Plan for Directors, the 1997
Restricted Stock Plan and the 2007 Restricted Stock Plan. The
remaining 1,146,124 shares of common stock reported as
purchased are attributable to our stock repurchase program.
(2)
Refer to Note K of the Notes to Consolidated Financial
Statements for further information regarding our stock
repurchase program.
ITEM 4.
SUBMISSION
OF MATTERS TO A VOTE OF SECURITY HOLDERS
ITEM 6.
EXHIBITS
Exhibit
3
.1
Amended and Restated By-Laws of RPM International Inc., which
are incorporated by reference to Exhibit 3.1 to the
Companys Current Report on
Form 8-K,
as filed with the Securities and Exchange Commission on
October 17, 2008 (File
No. 001-14187).
10
.1
Form of Performance-Earned Restricted Stock (PERS) and Escrow
Agreement.(x)
10
.2
Form of Stock Appreciation Rights Agreement.(x)
10
.3
Separation Agreement and General Release by and between the
Company and Mr. Ernest Thomas, dated as of October 31,
2008.(x)
31
.1
Rule 13a-14(a)
Certification of the Companys Chief Executive Officer.(x)
31
.2
Rule 13a-14(a)
Certification of the Companys Chief Financial Officer.(x)
32
.1
Section 1350 Certification of the Companys Chief
Executive Officer.(x)
32
.2
Section 1350 Certification of the Companys Chief
Financial Officer.(x)
(x)
Filed herewith.
36
Table of Contents
By:
By:
37
2
3
a. | Effect of Corporate Reorganization or Other Changes Affecting Number or Kind of Restricted Stock . The provisions of this Agreement will be applicable to the Restricted Stock and to any Restricted Stock or other securities which may be acquired by the Grantee as a result of a liquidation, recapitalization, reorganization, redesignation or reclassification, split-up, reverse split, merger, consolidation, stock dividend, combination or exchange of Restricted Stock, exchange for other securities, a sale of all or substantially all assets or the like. The |
4
Committee shall appropriately adjust the number and kind of shares of Restricted Stock under this Agreement to reflect such a change. As used in this Agreement, the term Restricted Stock will be deemed to include any such Restricted Stock or other securities. |
b. | Successors and Legal Representatives . This Agreement will bind and inure to the benefit of the Company and the Grantee, and their respective successors, assigns and legal representatives. | ||
c. | Integration . This Agreement, together with the Plan, constitutes the entire agreement between the Grantee and the Company with respect to the subject matter hereof, and may not be modified, amended, renewed or terminated, nor may any term, condition or breach of any term or condition be waived, except pursuant to the terms of the Plan or by a writing signed by the person or persons sought to be bound by such modification, amendment, renewal, termination or waiver. Any waiver of any term, condition or breach thereof will not be a waiver of any other term or condition or of the same term or condition for the future, or of any subsequent breach. | ||
d. | Stockholder Approval . All benefits hereunder will be canceled and all terms of this Agreement will be null and void ab initio if the Plan is not approved by the Companys stockholders, as provided in the Plan. | ||
e. | Notice . Any notice relating to this grant must be in writing, which may include an electronic writing. | ||
f. | No Employment Right Created . Nothing in this Agreement will be construed to confer upon the Grantee the right to continue in the employment or service of the Company, its Subsidiaries or Allied Enterprises, or to be employed or serve in any particular position therewith, or affect any right which the Company, its Subsidiaries or an Allied Enterprise may have to terminate the Grantees employment or service with or without cause. | ||
g. | Separability . In the event of the invalidity of any part or provision of this Agreement, such invalidity will not affect the enforceability of any other part or provision of this Agreement. | ||
h. | Section Headings . The section headings of this Agreement are for convenience and reference only and are not intended to define, extend or limit the contents of the sections. | ||
i. | Amendment, Waiver and Revocation of Terms . The Compensation Committee may waive any term or condition in this Agreement that could have been excluded on the date of grant. No such waiver will be deemed |
5
to be a waiver of similar terms under other agreements. The Compensation Committee may amend this Agreement to include or exclude any provision which could have been included in, or excluded from, this Agreement on the date of grant, but only with the Grantees written consent. Similarly, the Compensation Committee may revoke this Agreement at any time except that, after execution of the Agreement and its delivery to the Designated Representative, revocation may only be accomplished with the Grantees written consent. | |||
j. | Plan Administration . The Plan is administered by the Compensation Committee, which has sole and exclusive power and discretion to interpret, administer, implement and construe the Plan and this Agreement. All elections, notices and correspondence relating to the Plan should be directed to the Designated Representative at: |
k. | Governing Law . Except as may otherwise be provided in the Plan, this Agreement will be governed by, construed and enforced in accordance with the internal laws of the State of Delaware, without giving effect to its principles of conflict of laws. | ||
l. | Internal Revenue Code Section 409A . Notwithstanding anything in the Plan or this Agreement to the contrary, the award of Restricted Stock hereunder is intended to meet any applicable requirements for exclusion from coverage under Section 409A of the Internal Revenue Code (the Code) and this Agreement shall be construed and administered accordingly. Without limiting the foregoing, unless and until different requirements for exclusion from coverage under Section 409A of the Code become available or effective, in no event shall the Grantee be permitted to defer compensation relating to the award of Restricted Stock (except for the inherent deferral of recognition of income until attainment of vesting under the Agreement) under the Plan or otherwise. Furthermore, in the event that the requirements for exclusion from coverage under Section 409A are liberalized, or different features are made available contingent upon compliance with certain requirements, the Committee may, in its sole and absolute discretion, amend this Agreement in a manner consistent with those liberalized requirements or to permit the Company, the Grantee or both to take advantage of those different features. |
6
GRANTEE | RPM INTERNATIONAL INC. | |||||
|
||||||
|
By: | |||||
|
|
|||||
|
Its: | Chairman and Chief Executive Officer |
7
Date as of Which SARs May | Percentage of SARs Which | |||
Be Exercised | May Be Exercised | |||
On and after October 10, 2009
|
25 | % | ||
On and after October 10, 2010
|
50 | % | ||
On and after October 10, 2011
|
75 | % | ||
On and after October 10, 2012
|
100 | % |
2
3
4
a. | Effect of Corporate Reorganization or other Changes Affecting Number or Kind of Common Stock . In the event of a liquidation, recapitalization, reorganization, redesignation or reclassification, split-up, reverse split, merger, consolidation, stock dividend, combination, exchange for other securities, a sale of all or substantially all assets or the like with respect to the Company or its Common Stock, then provided that such transaction falls within the meaning of corporate transaction for purposes of Treas. Reg. Section 1.4214-1(a)(3), the Compensation Committee shall appropriately adjust the number and kind of stock appreciation rights under this Agreement to reflect such change. As used in this Agreement, the term SARs will be deemed to include any such stock appreciation rights. | ||
b. | Successors in Interest . This Agreement will bind and inure to the benefit of the Company and the Grantee, and their respective successors, assigns and legal representatives. | ||
c. | Integration . This Agreement, together with the Plan, constitutes the entire agreement between the Grantee and the Company with respect to the subject matter hereof, and may not be modified, amended, renewed or terminated, nor may any term, condition or breach of any term or condition be waived, except pursuant to the terms of the Plan or by a writing signed by the person or persons sought to be bound by such modification, amendment, renewal, termination or waiver. Any waiver of any term, condition or breach thereof will not be a waiver of any other term or condition or of the same term or condition for the future, or of any subsequent breach. | ||
d. | Notice . Any notice relating to this grant must be in writing, which may include an electronic writing. | ||
e. | No Employment Right Created . Nothing in this Agreement will be construed to confer upon the Grantee the right to continue in the employment or service of the Company, its Subsidiaries or Allied Enterprises, or to be employed or serve in any particular position therewith, or affect any right which the Company, its Subsidiaries or an Allied Enterprise may have to terminate the Grantees employment or service with or without cause. |
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f. | Separability . In the event of the invalidity of any part or provision of this Agreement, such invalidity will not affect the enforceability of any other part or provision of this Agreement. | ||
g. | Section Headings . The section headings of this Agreement are for convenience and reference only and are not intended to define, extend or limit the contents of the sections. | ||
h. | Amendment, Waiver and Revocation of Terms . Except as otherwise provided in the Plan and Section 12(k) of this Agreement, the Compensation Committee may waive any term or condition in this Agreement that could have been excluded on the date of grant. No such waiver will be deemed to be a waiver of similar terms under other agreements. Except as otherwise provided in the Plan and Section 12(k) of this Agreement, the Compensation Committee may amend this Agreement to include or exclude any provision which could have been included in, or excluded from, this Agreement on the date of grant, but only with the Grantees written consent. Similarly, the Compensation Committee may revoke this Agreement at any time except that, after execution of the Agreement and its delivery to the Designated Representative, revocation may only be accomplished with the Grantees my written consent. | ||
i. | Plan Administration . The Plan is administered by the Compensation Committee, which has sole and exclusive power and discretion to interpret, administer, implement, construe and determine benefits under the Plan and this Agreement. All elections, notices and correspondence relating to the Plan should be directed to the Designated Representative at: |
j. | Governing Law . Except as may otherwise be provided in the Plan, this Agreement will be governed by, construed and enforced in accordance with the internal laws of the State of Delaware, without giving effect to its principles of conflict of laws. | ||
k. | Internal Revenue Code Section 409A . Notwithstanding anything in the Plan or this Agreement to the contrary, the SARs are intended to meet any applicable requirements for exclusion from coverage under Section 409A of the Internal Revenue Code (the Code) and this Agreement shall be construed and administered accordingly. Without limiting the foregoing, unless and until different requirements for exclusion from coverage under Section 409A of the Code become available or effective: (1) the SARs |
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exercise price may never be less than the Fair Market Value of the underlying Common Stock on the date of this Agreement (and Fair Market Value shall be determined in a manner consistent with any applicable requirements for exclusion from coverage); (2) only Common Stock may be delivered in settlement of the SARs upon exercise; and (3) in no event shall the Grantee be permitted to defer compensation relating to the SARs (except for the inherent deferral of recognition of income until the exercise of the SARs) under the Plan or otherwise. Furthermore, in the event that the requirements for exclusion from coverage under Section 409A are liberalized, or different features are made available contingent upon compliance with certain requirements, the Committee may, in its sole and absolute discretion, amend this Agreement in a manner consistent with those liberalized requirements or to permit the Company, the Grantee or both to take advantage of those different features. |
GRANTEE | RPM INTERNATIONAL INC. | |||||
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By: | |||||
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«NAME»
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Frank C. Sullivan | |||||
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Its: | Chairman and Chief Executive Officer |
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P. Kelly Tompkins, for
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Date | Ernest T. Thomas | Date | |||
For RPM International Inc.
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