The following discussion and analysis of our financial condition and results of
operations should be read together with the financial statements and the related
notes included herein and our Consolidated Financial Statements, accompanying
notes and Management's Discussion and Analysis of Financial Condition and
Results of Operations contained in our Annual Report on Form 10-K for the fiscal
year ended July 31, 2022. This discussion contains forward-looking statements
that involve risks and uncertainties. Our actual results may differ materially
from the results discussed in the forward-looking statements. Factors that might
cause a difference include, but are not limited to, those discussed under
"Forward-Looking Statements" and Item 1A, Risk Factors of our Annual Report on
Form 10-K for the fiscal year ended July 31, 2022.

OVERVIEW



We develop, mine, manufacture and market sorbent products principally produced
from clay minerals, primarily consisting of calcium bentonite, attapulgite and
diatomaceous shale. Our principal products include agricultural and
horticultural chemical carriers, animal health and nutrition products, cat
litter, fluid purification and filtration bleaching clays, industrial and
automotive floor absorbents and sports field products. Our products are sold to
two primary customer groups, including customers who resell our products as
originally produced to the end consumer and other customers who use our products
as part of their production process or use them as an ingredient in their final
finished product. We have two reportable operating segments based on the
different characteristics of our two primary customer groups: the Retail and
Wholesale Products Group and the Business to Business Products Group, as
described in Note 11 of the Notes to the unaudited Condensed Consolidated
Financial Statements. Each operating segment is discussed individually below.

RESULTS OF OPERATIONS

OVERVIEW

Consolidated net sales and gross profits for the first quarter of fiscal 2023
across both the Retail and Wholesale Products Group and the Business to Business
Products Group were up from the same period of fiscal year 2022. Although
expenses increased, consolidated net income for the three months ended October
31, 2022 was $5.2 million, compared to $0.6 million in the three months ended
October 31, 2021.

Consolidated net sales increased approximately $16.0 million or 19% in the first
quarter of fiscal year 2023 compared to first quarter of fiscal year 2022.
Consolidated income from operations in the first quarter of fiscal year 2023
increased by $6.1 million compared to the first quarter of fiscal year 2022.
This increase is driven by strategic pricing increases as well as growth in the
demand for our products, as further discussed below.

Our Consolidated Balance Sheets as of October 31, 2022, and our Consolidated
Statements of Cash Flows for the first quarter of fiscal year 2023 show a
decrease in total cash and cash equivalents from fiscal year-end 2022 driven by
higher inventories and capital expenditures on PP&E.

THREE MONTHS ENDED OCTOBER 31, 2022 COMPARED TO
THREE MONTHS ENDED OCTOBER 31, 2021

CONSOLIDATED RESULTS



Consolidated net sales for the three months ended October 31, 2022 were $98.5
million, a 19% increase compared to net sales of $82.5 million for the three
months ended October 31, 2021. Net sales increased for both our Retail and
Wholesale Products Group and Business to Business Products Group, primarily due
to price increases implemented across both product groups.

In the first three months of fiscal year 2023, we have been able to reduce our
backlog of orders. The actions taken to increase personnel, expand our
production shifts, increase production equipment, make various repairs to
equipment, and utilize alternative modes of transportation have driven a
reduction of our backlog by $1.1 million, a 17% decrease from July 31, 2022.
Furthermore, export tonnages shipped for the first three months of fiscal year
2023 exceeded all quarters in fiscal years 2022 and 2021. We continue to
implement strategies related to further reduce manufacturing and freight
constraints in order to meet the increase in customer demand. Segment results
are discussed further below.

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Consolidated gross profit for the first three months of fiscal year 2023 was
$22.3 million, or 23% of net sales, compared to $13.8 million, or 17%, of net
sales, for the first three months of fiscal year 2022. The increase is driven by
higher selling prices, with multiple price increases across our businesses,
which are beginning to offset the increases in costs of goods sold. Costs of
goods sold continued to rise, driven primarily by per ton increases in natural
gas, non-fuel manufacturing and freight costs, offset by lower packaging costs.
The cost of natural gas per ton used to operate kilns that dry our clay was 97%
higher in the first three months of fiscal year 2023 compared to first three
months of fiscal year 2022. There was also a 15% increase in per ton non-fuel
manufacturing costs during the first three months of fiscal year 2023 compared
to the first three months of fiscal year 2022, due to higher costs for labor,
purchased materials, repairs, utilities, electricity, and diesel. Domestic
freight costs per ton increased approximately 21% in the first three months of
fiscal year 2023 compared to the same period of fiscal year 2022. Ocean freight
costs have also increased due to rising fuel costs and export fees. In addition,
our overall freight costs can vary between periods depending on the mix of
products sold and the geographic distribution of our customers. Packaging costs
per ton decreased by approximately 8% in the first three months of fiscal year
2023 compared to the first three months of fiscal year 2023 due to lower
commodity costs, particularly as it relates to resin and pallet costs. Many of
our contracts for packaging purchases are subject to periodic price adjustments,
which trail changes in underlying commodity prices.

Total selling, general and administrative ("SG&A") expenses of $15.7 million for
the first three months of fiscal year 2023 were higher by $2.4 million, or 18%,
compared to $13.4 million for the first three months of fiscal year 2022.
Unallocated corporate expenses were higher by $1.9 million, or 30%, driven by
higher bonus accrual due to improved quarterly results compared to the Company's
performance target under the annual incentive plan, as well as other corporate
expenses. The discussion of the segments' operating incomes below describes the
changes in SG&A expenses that were allocated to the operating segments.

Total other (expense) income, net of $(0.1) million for the first three months
of fiscal year 2023 was mostly driven by foreign currency translations compared
to the net other income of $0.3 million in the first three months of fiscal year
2022.

Consolidated net income before taxes for the first three months of fiscal year
2023 was $6.4 million compared to $0.7 million for the first three months of
fiscal year 2022. Results for the first three months of fiscal year 2023 were
driven by the factors discussed above.

We had a tax expense for the first three months of fiscal year 2023 of $1.2
million compared to $0.1 million for the first three months of fiscal year 2022.
Our tax expense was driven primarily by higher net income. We used an estimated
annual effective tax rate ("ETR") in determining our provision for income taxes,
which is based on expected annual taxable income and the assessment of various
tax deductions, including depletion.


BUSINESS TO BUSINESS PRODUCTS GROUP



Net sales of the Business to Business Products Group for the first three months
of fiscal year 2023 were $33.7 million, an increase of $8.9 million, or 36%,
from net sales of $24.8 million for the first three months of fiscal year 2022,
with strong increases across all three of our businesses in this group. Net
sales of our agricultural and horticultural chemical carrier products increased
approximately $3.8 million, or 61%, for the first three months of fiscal year
2023 compared to the same period in fiscal year 2022. This is a result of price
increases as well as strong demand from several large customers. Net sales of
our fluids purification products increased approximately $3.2 million, or 21%,
compared to the first three months of the prior fiscal year. The increase in net
sales was driven by price increases and continued demand for our products used
in the filtration of edible oil, renewable diesel, and jet fuel. Net sales
increased in all regions except for the UK, with the majority of the increase in
North America and Latin America when compared to the first three months of
fiscal year 2022. Net sales of our animal health and nutrition products
increased $1.9 million, or 52%, during the first three months of fiscal year
2023 compared to the first three months of the prior year. We saw growth in net
sales in all regions except Asia (excluding China) with the most impact coming
from Latin America. Latin American sales continued to benefit from the European
Union's ("EU") regulations for antibiotic-free foreign protein imports, as a
large percentage of meat is exported from that region to the EU. North American
sales rose due to a new product line and increased distribution. The decrease in
Asia is due to timing and ocean freight delays and not indicative of projected
sales for the year.

SG&A expenses for the Business to Business Products Group increased
approximately 24% or $0.8 million for the first three months of fiscal year 2023
compared to the same period of the prior fiscal year. The majority of the
increase relates to research and development expenses that are now allocated to
the animal health business (a change in where existing costs were allocated),
previously included in unallocated corporate expenses and increased travel
costs.

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The Business to Business Products Group's operating income for the first three
months of fiscal year 2023 was $7.3 million, an increase of $1.8 million, or
31%, from operating income of $5.5 million for the first three months of fiscal
year 2022. The increase in operating income was driven by higher net sales due
to strategic price increases and continued volume growth.

RETAIL AND WHOLESALE PRODUCTS GROUP



Net sales of the Retail and Wholesale Products Group for the first three months
of fiscal year 2023 were $64.9 million, an increase of $7.2 million, or 12%,
from net sales of $57.7 million for the first three months of fiscal year 2022
driven by higher net sales of cat litter, industrial and sport products,
slightly offset by a small decline in our co-packaged cat litter business. Total
cat litter net sales were approximately $5.7 million, or 12%, higher compared to
the first three months of the prior fiscal year driven mostly by price
increases. Domestic cat litter net sales were $46.8 million an increase of $5.2
million from the first three months of fiscal year 2022 driven primarily by
price increases on branded and private label lightweight and coarse litter
partially offset by a decrease in net sales of accessories (liners) and private
label heavy weight litter. Net sales of co-packaged products decreased by
approximately $0.3 million compared to the same period in fiscal year 2022. This
decrease was primarily due to our customer discontinuing export sales to one of
their foreign subsidiaries as well as softer sales volumes domestically. Net
sales of cat litter by our subsidiary in Canada increased period over period, as
discussed in "Foreign Operations" below. Net sales of our global industrial and
sports products increased approximately $1.5 million, or 17%, compared to the
first three months of fiscal year 2022, primarily due to price increases across
both industrial and sport products.

SG&A expenses for the Retail and Wholesale Products Group were lower by
approximately $0.4 million, or 10%, during the first three months of fiscal year
2023 compared to the first three months of fiscal year 2022, primarily due to
significantly lower advertising costs partially offset by higher broker sales
commissions which are percentage based on net sales, as well as higher travel
costs. We anticipate total advertising expense in fiscal year 2023 to be higher
than fiscal year 2022 and more in line with historical levels, with spending
concentrated in the second half of the year.

The Retail and Wholesale Products Group experienced an operating income for the
first three months of fiscal year 2023 of $7.6 million, an increase of $6.3
million, or 491%, from operating income of $1.3 million for the first three
months of fiscal year 2022. This was driven primarily by the increase in gross
margins due to selling price increases partially offset by higher costs of goods
sold, and to a much lesser extent lower than expected advertising spend in the
first quarter.

FOREIGN OPERATIONS

Foreign operations include our subsidiary in Canada which is reported in the
Retail and Wholesale Products Group, and our subsidiaries in the UK, Mexico,
China and Indonesia, which are reported in the Business to Business Products
Group. Net sales by our foreign subsidiaries during the first three months of
fiscal year 2023 were $5.8 million, an increase of $1.4 million, or 32%,
compared to net sales of $4.4 million during the first three months of fiscal
year 2022. All of our foreign operations, with the exception of our subsidiary
in the UK, experienced an increase in net sales during the first three months of
fiscal year 2023 compared to fiscal year 2022. Total net sales of our subsidiary
in Canada during the first three months of fiscal year 2022 increased by $0.8
million, or 29%, compared to the same period in fiscal year 2022 driven by
higher private label cat litter net sales. The increase in cat litter sales was
mainly driven by price increases instituted in response to rising costs and to a
lesser extent by increases in demand. Net sales of industrial absorbent granules
were also higher in the first three months of fiscal year 2022 driven mainly by
price increases. Net sales of our subsidiary in the United Kingdom in the first
three months of fiscal year 2023 decreased by $47 thousand, or 9%, compared to
net sales in the first three months of fiscal year 2022. The decrease relates to
the impact of foreign currency in addition to softer sales. Net sales of our
subsidiary in Mexico increased during the first three months of fiscal year 2022
compared to the same period of fiscal year 2022 by $0.2 million, or 38% due to
growing demand of our animal health products. Net sales of our subsidiary in
China increased $0.3 million, or 63%, during the first three months of fiscal
year 2023 compared to the first three months of fiscal year 2022 due primarily
to the addition of a new customer. Net sales by our foreign subsidiaries
represented 6% and 5% of our consolidated net sales during the first three
months of fiscal years 2023 and 2022, respectively.

Our foreign subsidiaries reported net income of $0.5 million for the first three
months of fiscal year 2023, compared to a net loss of $0.3 million for the first
three months of fiscal year 2022. The net income in the first three months of
fiscal year 2023 was driven by price increases in Canada on our cat litter
products, and increased demand in China and Mexico offset by unfavorable impacts
of foreign exchange rates primarily in the UK.

Identifiable assets of our foreign subsidiaries as of October 31, 2022, were $17.7 million, compared to $17.4 million as of July 31, 2022.


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LIQUIDITY AND CAPITAL RESOURCES



Our principal liquidity needs are to fund our capital requirements, including
funding working capital needs; purchasing and upgrading equipment, facilities
(including significant renovations at one of our plants), information systems,
and real estate; supporting new product development; investing in
infrastructure; repurchasing stock; paying dividends; making pension
contributions; and, from time to time, business acquisitions, and funding our
debt service requirements. During the first three months of fiscal year 2023, we
principally funded these short and long-term capital requirements using cash
from current operations as well as cash generated in fiscal year 2022 from
borrowings under our Series Senior C Notes.

We currently anticipate cash flows from operations and our available sources of
liquidity will be sufficient to meet our cash requirements. In addition, we are
actively monitoring the timing and collection of our accounts receivable.

The following table sets forth certain elements of our unaudited Condensed Consolidated Statements of Cash Flows (in thousands):



                                                                    For the Three Months Ended October
                                                                                    31,
                                                                         2022                  2021
Net cash provided by (used in) operating activities                $       3,668          $      (596)
Net cash used in investing activities                                     (7,521)              (6,736)
Net cash used in financing activities                                     (1,943)              (4,156)
Effect of exchange rate changes on cash and cash equivalents                 (32)                 (48)
Net decrease in cash and cash equivalents                          $      

(5,828) $ (11,536)

Net cash provided by operating activities



In addition to net income, as adjusted for depreciation and amortization and
other non-cash operating activities, the primary sources and uses of operating
cash flows for the first three months of fiscal years 2023 and 2022 were as
follows:

Accounts receivable, less allowance for doubtful accounts, increased $1.6
million in the first three months of fiscal year 2023 compared to an increase of
$2.3 million in the first three months of fiscal year 2022. The increase in
accounts receivable was driven primarily by higher net sales as sales prices
increased offset by the level and timing of collections due to payment terms.

Inventory increased by $5.1 million in the first three months of both fiscal
year 2023 and 2022 due to a combination of rising costs, specifically due to
natural gas, purchased materials, electricity, diesel, and freight and the
building of inventory levels for anticipated seasonal demand and thwart
potential supply chain disruptions.

Other assets decreased by $1.4 million in the first three months of fiscal year
2023 compared to a decrease of $0.2 million in the first three months of fiscal
year 2022. The decrease in other assets in the first three months of fiscal year
2023 relates to capitalized pre-production costs being transferred to property,
plant and equipment as the mines are now in production.

Accounts payable increased by $1.9 million in the first three months of fiscal
year 2023 compared to an increase of $1.3 million in the first three months of
fiscal year 2022. Trade and freight payables vary in both periods due to the
timing of payments, higher cost of goods and services we purchased, production
volume levels and vendor payment terms.

Accrued expenses decreased $1.6 million in the first three months of fiscal year
2023 compared to an increase of $0.7 million in the first three months of fiscal
year 2022. The payout of the prior fiscal year's bonus reduced accrued salaries
in both fiscal years, but to a greater extent in fiscal year 2023 as the accrual
was higher at year end 2022 than the prior fiscal year. The decrease in accrued
expenses is also impacted by the decrease in advertising expenses and other
accruals. The decrease in accrued bonus in the first three months of fiscal year
2022 was offset by an increase in accrued advertising, real estate taxes,
professional fees and accrued utilities. These accruals can vary based on
timing. In addition, accrued plant expenses can also fluctuate due to timing of
payments, changes in the cost of goods and services we purchase, production
volume levels and vendor payment terms.

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Other liabilities decreased by $0.4 million in the first three months of fiscal
year 2023 compared to a decrease of $0.5 million in the first three months of
fiscal year 2022. The decreases in both fiscal years 2022 and 2023 relate
primarily to a reduction in our operating lease liability.

Net cash used in investing activities



Cash used in investing activities of $7.5 million in the first three months of
fiscal year 2023 were higher compared to cash used in investing activities of
$6.7 million in the first three months of fiscal year 2022 driven by capital
expenditures. During the first three months of fiscal year 2023 we expanded our
plant equipment and improved our facilities to support increased demand for our
products as well as made improvements to our IT network.

Net cash used in financing activities

Cash used in financing activities of $1.9 million in the first three months of fiscal year 2023 was lower than cash used in financing activities of $4.2 million in the first three months of fiscal year 2022 driven by less share repurchases.

Other

Total cash and investment balances held by our foreign subsidiaries of $2.6 million as of October 31, 2022 were slightly lower than July 31, 2022 balances of $3.3 million. See further discussion in "Foreign Operations" above.



We are party to a credit agreement (as amended, the "Credit Agreement") with BMO
Harris Bank N.A. ("BMO Harris"), which terminates on August 30, 2027. The
agreement provides for a $45 million unsecured revolving credit facility and a
maximum of $10 million for letters of credit. The agreement terms also state
that we may select a variable interest rate based on either the BMO Harris prime
rate or an adjusted SOFR-based rate, plus a margin that varies depending on our
debt to earnings ratio, or a fixed rate as agreed between us and BMO Harris. As
of October 31, 2022, the variable rates would have been 6.25% for the BMO Harris
prime-based rate or 4.10% for the adjusted SOFR-based rate. The Credit Agreement
contains restrictive covenants that, among other things and under various
conditions, limit our ability to incur additional indebtedness or to dispose of
assets. The agreement also requires us to maintain a minimum fixed charge
coverage ratio and a maximum net debt to earnings ratio. As of October 31, 2022
and 2021, we were in compliance with the covenants. There were no borrowings
during the first three months of either fiscal year 2022 or 2023.

We are party to an Amended and Restated Note Purchase and Private Shelf
Agreement (as amended, the "Note Agreement") with PGIM, Inc. ("Prudential") and
certain existing noteholders and purchasers affiliated with Prudential named
therein pursuant to which, among other things, we issued $10 million in
aggregate principal amount of our 3.95% Series B Senior Notes due May 15, 2030
of which $8 million aggregate principal amount remained outstanding as of
October 31, 2022. The Note Agreement provides us with the ability to request,
from time to time until May 15, 2023 (or such earlier date as provided for in
the agreement), the issuance of additional senior unsecured notes in an
aggregate principal amount of up to $75 million minus the aggregate principal
amount of the notes then outstanding and the additional notes that have been
accepted for purchase. The issuance of such additional notes is at the
discretion of the noteholders and purchasers and on an uncommitted basis.
Pursuant to the Note Agreement, on December 16, 2021, we issued $25 million in
aggregate principal amount of our 3.25% Series C Senior Notes due December 16,
2031. As of October 31, 2022 outstanding notes payable totaled $32.8 million,
net of $0.2 million of unamortized debt issuance costs.

See Note 8 of the Notes to the unaudited Condensed Consolidated Financial Statements in this Quarterly Report on Form 10-Q for discussion on amendments made to the credit agreement with BMO Harris and our Senior Note Agreements.



As of October 31, 2022, we had remaining authority to repurchase 433,166 shares
of Common Stock and 273,100 shares of Class B Stock under a repurchase plan
approved by our Board of Directors (the "Board"). Repurchases may be made on the
open market (pursuant to Rule 10b5-1 plans or otherwise) or in negotiated
transactions. The timing, number and manner of share repurchases will be
determined by our management pursuant to the repurchase plan approved by our
Board.

We believe that cash flow from operations, availability under our revolving
credit facility, current cash and investment balances and our ability to obtain
other financing, if necessary, will provide sufficient liquidity for foreseeable
working capital needs, capital expenditures at existing facilities, deferred
compensation payouts, dividend payments and debt service obligations for at
least the next 12 months. We expect capital expenditures in fiscal year 2023 to
be greater than in fiscal year 2022. We do not believe that these increased
capital expenditures will dramatically impact our cash position; however our
cash requirements are subject to change as business conditions warrant and
opportunities arise. Our anticipated advertising expense for fiscal year 2023 is
expected to be higher compared to fiscal year 2022 and in line with historical
pre-pandemic levels.
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We continually evaluate our liquidity position and anticipated cash needs, as
well as the financing options available to obtain additional cash reserves. Our
ability to fund operations, to make planned capital expenditures, to make
scheduled debt payments, to contribute to our pension plan and to remain in
compliance with all financial covenants under debt agreements, including, but
not limited to, the current credit agreement, depends on our future operating
performance, which, in turn, is subject to prevailing economic conditions and to
financial, business and other factors. The timing and size of any new business
ventures or acquisitions that we complete may also impact our cash requirements.


CRITICAL ACCOUNTING POLICIES AND ESTIMATES



This discussion and analysis of financial condition and results of operations is
based on our unaudited Condensed Consolidated Financial Statements, which have
been prepared in accordance with U.S. GAAP for interim financial information and
in compliance with instructions to Form 10-Q and Article 10 of Regulation S-X.
The preparation of these financial statements requires the use of estimates and
assumptions related to the reporting of assets, liabilities, revenues, expenses
and related disclosures. In preparing these financial statements, we have made
our best estimates and judgments of certain amounts included in the financial
statements. Estimates and assumptions are revised periodically. Actual results
could differ from these estimates. See the information concerning our critical
accounting policies included under "Management's Discussion of Financial
Condition and Results of Operations" in our Annual Report on Form 10-K for the
fiscal year ended July 31, 2022.

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