STAMFORD, Conn., Aug. 8, 2017 /PRNewswire/ -- Tronox Limited
(NYSE:TROX) reported revenue of $622
million for the second quarter 2017, up 16 percent compared
to $538 million in the second quarter
2016 and up 9 percent compared to $569
million in the first quarter 2017. Income from
operations of $55 million in the
quarter increased from $9 million in
the year-ago quarter and $16 million
in the prior quarter. Net income attributable to Tronox
Limited of $3 million, or
$0.02 per diluted share, which
included acquisition related expenses of $9
million, or $0.07 per diluted
share, improved from a net loss attributable to Tronox Limited of
$52 million, or ($0.44) per diluted share in the year-ago quarter
and a net loss attributable to Tronox Limited of $41 million, or ($0.35) per diluted share in the prior
quarter. Excluding the acquisition related expenses, adjusted
net income attributable to Tronox Limited (Non-GAAP) was
$12 million, or $0.09 per diluted share. Adjusted EBITDA of
$140 million was 97 percent higher
than the $71 million reported in the
year-ago quarter and 39 percent higher than the $101 million reported in the prior quarter.
Peter Johnston, chief executive
officer of Tronox, said: "As we pre-released last week, our
performance in the second quarter was strong with revenue up 16
percent over prior year, adjusted EBITDA of $140 million and adjusted EPS of $0.09. Our TiO2 business led the
way with revenue growth of 26 percent and adjusted EBITDA growth of
116 percent versus prior year. TiO2 achieved an
adjusted EBITDA margin of 29 percent, a clear indication of the
benefits of vertical integration with all our assets in full
operation. Driving this performance in TiO2 were
higher pigment sales volumes and selling prices, up 7 percent
sequentially and 18 percent versus prior year, higher selling
prices for titanium feedstock and co-products, as well as higher
production efficiency and strong cost performance. Alkali
Chemicals delivered adjusted EBITDA of $41
million, up 41 percent versus prior year, benefiting from
higher production volumes and lower operating costs. Our cash
generation performance further strengthened our balance sheet, as
we closed the quarter with $303
million of cash on hand and liquidity of $484 million.
"We are making great progress toward reaching our goal of
positioning Tronox as the global leader in TiO2.
Last week, we signed a definitive agreement to sell Alkali
Chemicals with closing expected in the second half of 2017.
The proceeds will be used to fund the majority portion of the cash
consideration for the Cristal TiO2 acquisition, which is
expected to close by the end of the first quarter of 2018. We
also announced our intent to refinance a portion of our capital
structure with the expectation of lowering our overall cost of
debt, extending the portfolio's weighted average years to maturity,
improving our mix of secured and unsecured debt and providing
additional pay down flexibility. We expect to complete this
refinancing by mid-October. Cristal TiO2
integration planning is proceeding on schedule so that we can from
day one begin to realize the substantial value creation enabled by
our combination. We are confident that 2017 will continue to
be a year of strong performance and that 2018 will be a
transformational one for Tronox."
Second Quarter 2017
Tronox TiO2
TiO2 segment revenue of $421
million increased 26 percent compared to $333 million in the year-ago quarter, driven by
higher pigment selling prices and sales volumes coupled with higher
titanium feedstock and co-products selling prices. Pigment
sales of $306 million increased 25
percent compared to $244 million in
the year-ago quarter, as average selling prices increased 18
percent (19 percent on a local currency basis) and sales volumes
increased 6 percent. Pigment selling prices were higher in
all regions. Titanium feedstock and co-products sales of
$99 million increased 36 percent from
$73 million in the year-ago quarter,
driven by higher selling prices in all major products and higher
feedstock volumes. CP titanium slag selling prices increased
4 percent and sales volumes increased 144 percent. llmenite
selling prices increased 20 percent and sales volumes increased 201
percent. Zircon selling prices increased 4 percent while
sales volumes were 11 percent lower due to timing as a shipment
originally scheduled for the second quarter shipped in the third
quarter. Natural rutile selling prices increased 8 percent
and sales volumes increased 34 percent. Pig iron selling
prices increased 38 percent while sales volumes were 14 percent
lower as a shipment moved from the second quarter to the third
quarter.
Compared sequentially, TiO2 segment revenue of
$421 million increased 11 percent
versus $378 million in the first
quarter, driven by higher pigment selling prices and sales volumes,
higher feedstock and co-products selling prices, as well as higher
CP titanium slag and ilmenite sales volumes. Pigment sales of
$306 million were 12 percent higher
than sales of $272 million in the
prior quarter, as selling prices increased 7 percent (6 percent on
a local currency basis) and sales volumes increased 6
percent. Selling prices were higher in all regions.
Titanium feedstock and co-products sales of $99 million increased from $92 million in the first quarter. CP
titanium slag sales were up 50 percent as selling prices increased
6 percent and sales volumes increased 47 percent. Ilmenite
selling prices improved 9 percent and sales volumes increased 55
percent. Zircon selling prices increased 4 percent while
sales volumes were 26 percent lower due to the timing of
shipments. Natural rutile selling prices improved by 4
percent and sales volumes increased 36 percent. Pig iron
selling prices were 10 percent higher and sales volumes increased 2
percent.
TiO2 segment adjusted EBITDA of $123 million was 116 percent, or $66 million, higher than $57 million in the year-ago quarter driven by
higher selling prices and sales volumes for both pigment and
feedstock and co-products coupled with the benefit of higher
production efficiency and strong cost performance. Compared
sequentially, segment adjusted EBITDA of $123 million improved by 45 percent from
$85 million in the first quarter,
driven by the same factors as the year-on-year performance.
TiO2 segment income from operations of $61 million improved from $7 million in the year-ago quarter and
$32 million in the prior
quarter. TiO2 delivered free cash flow of
$67 million in the second quarter, as
cash provided by operating activities was $86 million and capital expenditures were
$19 million.
Tronox Alkali
Alkali segment revenue of $201
million in the second quarter compared to $205 million in the year-ago quarter as sales
volumes were level and selling prices were 1 percent lower.
In the domestic market, selling prices were 1 percent higher than
the prior-year quarter while sales volumes were 6 percent lower due
to timing of shipments and lower demand in container glass and
detergent markets. In export markets, sales volumes increased
5 percent driven by higher demand in Asia-Pacific and Latin America and selling prices were level to
the year-ago quarter.
Compared sequentially, Alkali revenue of $201 million increased 5 percent from
$191 million in the first quarter, as
sales volumes increased 5 percent and selling prices increased 1
percent. Domestic sales volumes increased 5 percent while
selling prices were 1 percent higher. Export sales volumes
increased 4 percent with selling prices also 1 percent
higher.
Alkali segment adjusted EBITDA of $41
million increased from $29
million in the year-ago quarter driven by higher production
volumes and lower operating costs. The prior-year quarter
included items totaling approximately $9
million that did not occur in the current quarter, which
were the move of our longwall mining machine, the transition from a
shared services agreement to a Tronox system and labor agreement
supply reliability planning costs. Compared sequentially,
Alkali segment adjusted EBITDA of $41
million increased from $38
million in the first quarter driven by higher sales volumes
and selling prices. Alkali segment income from operations of
$23 million compared to $12 million in the year-ago quarter and
$19 million in the prior
quarter. Alkali delivered free cash flow of $31 million in the second quarter, as cash
provided by operating activities was $35
million and capital expenditures were $4 million.
Corporate
Corporate loss from operations was $29
million compared to a loss from operations of $10 million in the year-ago quarter and a loss
from operations of $35 million in the
first quarter. The loss from operations in the second quarter
included professional fees of $11
million primarily related to the Cristal transaction and the
process to market our Alkali business, as well as higher employee
stock-based and other compensation costs of $5 million. Corporate adjusted EBITDA was
($24) million compared to adjusted
EBITDA of ($15) million in the
year-ago quarter and adjusted EBITDA of ($22) million in the prior quarter.
Corporate cash used in operations was $44
million and capital expenditures were $1 million.
Consolidated
Selling, general and administrative expenses were $69 million in the second quarter compared to
$51 million in the year-ago quarter
and $74 million in the prior quarter.
The selling, general and administrative expenses in the second
quarter included professional fees of $11
million primarily related to the Cristal transaction and the
process to market our Alkali business, as well as higher employee
stock-based and other compensation costs of $7 million. Interest and debt expense of
$46 million was level to the year-ago
quarter and the prior quarter. On June
30, 2017, gross consolidated debt was $3,052 million, and debt, net of cash and cash
equivalents, was $2,749
million. Liquidity was $484
million and cash and cash equivalents were $303 million. Capital expenditures were
$24 million and depreciation,
depletion and amortization expense was $62
million.
Webcast Conference Call
Tronox will conduct a conference call on Wednesday, August 9, 2017, at 8:30 a.m. ET (New
York). The live call is open to the public via
Internet broadcast and telephone.
Internet Broadcast: http://www.tronox.com/
Dial-in telephone numbers:
U.S. / Canada: +1.877.831.3840
International: +1.253.237.1184
Conference ID: 54296385
Conference Call Presentation Slides will be used during the
conference call and are available on our website at
http://www.tronox.com/
Webcast Conference Call Replay: Available via the Internet and
telephone beginning on Wednesday, August 9,
2017 at 10:30 a.m. ET
(New York), until 1:00 p.m. ET (New
York), on Monday, August 14,
2017.
Internet Replay: www.tronox.com
Replay dial-in telephone numbers:
U.S. / Canada: +1.855.859.2056
International: +1.404.537.3406
Conference ID: 54296385
Upcoming Conferences
During the third quarter 2017 a member of management is
scheduled to present at the following conferences:
- UBS Chemicals Conference, New
York, September 6, 2017
- Credit Suisse Basic Materials Conference, New York, September 13,
2017
- RBC Global Industrials Conference, Las Vegas, September
14, 2017
Accompanying conference materials will be available at
http://investor.tronox.com
About Tronox
Tronox Limited operates two vertically integrated mining and
inorganic chemical businesses. Tronox TiO2 mines and
processes titanium ore, zircon and other minerals, and manufactures
titanium dioxide pigments that add brightness and durability to
paints, plastics, paper, and other everyday products. Tronox Alkali
mines trona ore and manufactures natural soda ash, sodium
bicarbonate, caustic soda, and other compounds which are used in
the production of glass, detergents, baked goods, animal nutrition
supplements, pharmaceuticals, and other essential products.
For more information, visit www.tronox.com
Forward Looking Statements
Statements in this release that are not historical are
forward-looking statements within the meaning of the U.S. Private
Securities Litigation Reform Act of 1995. These forward-looking
statements, which are subject to known and unknown risks,
uncertainties and assumptions about us, may include projections of
our future financial performance based on our growth strategies and
anticipated trends in our business. These statements are only
predictions based on our current expectations and projections about
future events. There are important factors that could cause our
actual results, level of activity, performance or achievements to
differ materially from the results, level of activity, performance
or achievements expressed or implied by the forward-looking
statements. These and other risk factors are discussed in the
company's filings with the Securities and Exchange Commission
(SEC), including those under the heading entitled "Risk Factors" in
our Annual Report on Form 10-K for the year ended December 31, 2016.
Moreover, we operate in a very competitive and rapidly changing
environment. New risks and uncertainties emerge from time to time,
and it is not possible for our management to predict all risks and
uncertainties, nor can management assess the impact of all factors
on our business or the extent to which any factor, or combination
of factors, may cause actual results to differ materially from
those contained in any forward-looking statements. Although we
believe the expectations reflected in the forward-looking
statements are reasonable, we cannot guarantee future results,
level of activity, performance or achievements. Neither we nor any
other person assumes responsibility for the accuracy or
completeness of any of these forward-looking statements. You should
not rely upon forward-looking statements as predictions of future
events. Unless otherwise required by applicable laws, we undertake
no obligation to update or revise any forward-looking statements,
whether as a result of new information or future developments.
Use of Non-U.S. GAAP Financial Information
To provide investors and others with additional information
regarding Tronox Limited's operating results, we have disclosed in
this press release certain non-U.S. GAAP financial measures,
including EBITDA, Adjusted EBITDA, free cash flow and adjusted net
loss attributable to Tronox. These non-U.S. GAAP financial
measures are a supplement to and not a substitute for or superior
to, the company's results presented in accordance with U.S.
GAAP. The non-U.S. GAAP financial measures presented by the
company may be different than non-U.S. GAAP financial measures
presented by other companies. The non-U.S. GAAP financial
measures are provided to enhance the user's overall understanding
of the company's operating performance. Specifically, the company
believes the non-U.S. GAAP information provides useful measures to
investors regarding the company's financial performance by
excluding certain costs and expenses that the company believes are
not indicative of its core operating results. The
presentation of these non-U.S. GAAP financial measures are not
meant to be considered in isolation or as a substitute for results
or guidance prepared and presented in accordance with U.S.
GAAP. A reconciliation of the non-U.S. GAAP financial
measures to U.S. GAAP results is included herein.
Management believes these non-U.S. GAAP financial measures:
- Reflect Tronox Limited's ongoing business in a manner that
allows for meaningful period-to-period comparison and analysis of
trends in its business, as they exclude income and expense that are
not reflective of ongoing operating results;
- Provide useful information to investors and others in
understanding and evaluating Tronox Limited's operating results and
future prospects in the same manner as management and in comparing
financial results across accounting periods;
- Provide additional view of the operating performance of the
company by adding interest expenses, taxes, depreciation, depletion
and amortization to the net income. Further adjustments due to
purchase accounting and stock-based compensation charges attempt to
exclude items that are either non-cash or unusual in nature;
- Assist investors to assess the company's compliance with
financial covenants under its debt instruments;
- Adjusted EBITDA is one of the primary measures management uses
for planning and budgeting processes and to monitor and evaluate
financial and operating results. Adjusted EBITDA is not a
recognized term under U.S. GAAP and does not purport to be an
alternative to measures of our financial performance as determined
in accordance with U.S. GAAP, such as net income (loss). Because
other companies may calculate EBITDA and Adjusted EBITDA
differently than Tronox, EBITDA may not be, and Adjusted EBITDA as
presented in this release is not, comparable to similarly titled
measures reported by other companies, and
- We believe that the non-U.S. GAAP financial measure "Adjusted
net loss attributable to Tronox Limited" and its presentation on a
per share basis provide useful information about our operating
results to investors and securities analysts. We also believe that
excluding the effects of these items from operating results allows
management and investors to compare more easily the financial
performance of our underlying businesses from period to
period.
Media Contact: Bud Grebey
Direct: +1.203.705.3721
Investor Contact: Brennen
Arndt
Direct: +1.203.705.3722
TRONOX
LIMITED
|
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS (US GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
June 30,
|
|
Six Months
Ended
June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
Net
sales
|
|
$
622
|
|
$
538
|
|
$
1,191
|
|
$
1,014
|
|
Cost of goods
sold
|
|
498
|
|
479
|
|
977
|
|
934
|
Gross
profit
|
|
124
|
|
59
|
|
214
|
|
80
|
|
Selling, general, and
administrative expenses
|
|
(69)
|
|
(51)
|
|
(143)
|
|
(101)
|
|
Restructuring income
(expense)
|
|
-
|
|
1
|
|
-
|
|
(1)
|
Income (loss) from
operations
|
|
55
|
|
9
|
|
71
|
|
(22)
|
|
Interest and debt
expense, net
|
|
(46)
|
|
(46)
|
|
(92)
|
|
(92)
|
|
Gain on
extinguishment of debt
|
|
-
|
|
-
|
|
-
|
|
4
|
|
Other expense,
net
|
|
(1)
|
|
(3)
|
|
(7)
|
|
(12)
|
Income (loss)
before income taxes
|
|
8
|
|
(40)
|
|
(28)
|
|
(122)
|
|
Income tax
provision
|
|
(3)
|
|
(10)
|
|
(5)
|
|
(22)
|
Net income
(loss)
|
|
5
|
|
(50)
|
|
(33)
|
|
(144)
|
|
Net income (loss)
attributable to noncontrolling interest
|
|
2
|
|
2
|
|
5
|
|
1
|
Net income (loss)
attributable to Tronox Limited
|
|
$
3
|
|
$
(52)
|
|
$
(38)
|
|
$
(145)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss)
per share, basic and diluted
|
|
$
0.02
|
|
$
(0.44)
|
|
$
(0.32)
|
|
$
(1.24)
|
Weighted average
shares outstanding (in thousands):
|
|
|
|
|
|
|
|
|
|
Basic
|
|
119,188
|
|
116,184
|
|
118,804
|
|
116,052
|
|
Diluted
|
|
124,301
|
|
116,184
|
|
118,804
|
|
116,052
|
|
|
|
|
|
|
|
|
|
|
Other Operating
Data:
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
|
$
24
|
|
$
22
|
|
$
56
|
|
$
55
|
|
Depreciation,
depletion and amortization expense
|
|
$
62
|
|
$
60
|
|
$
123
|
|
$
115
|
TRONOX
LIMITED
|
RECONCILIATION OF
NON-U.S. GAAP FINANCIAL MEASURES
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
RECONCILIATION OF
NET INCOME (LOSS)
|
ATTRIBUTABLE TO
TRONOX LIMITED (U.S. GAAP)
|
TO ADJUSTED
NET INCOME (LOSS)
|
ATTRIBUTABLE TO
TRONOX LIMITED (NON-U.S. GAAP)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
June 30,
|
|
Six Months
Ended
June 30,
|
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
|
Net income (loss)
attributable to Tronox Limited (U.S. GAAP)
|
|
$
3
|
|
$
(52)
|
|
$
(38)
|
|
$
(145)
|
|
|
|
|
|
|
|
|
|
Acquisition related
matters (a)
|
|
9
|
|
-
|
|
20
|
|
-
|
Restructuring
(income) expense (b)
|
|
-
|
|
(1)
|
|
-
|
|
1
|
Gain on
extinguishment of debt (c)
|
|
-
|
|
-
|
|
-
|
|
(4)
|
Adjusted net income
(loss) attributable to Tronox Limited (non-U.S. GAAP)
(d)
|
|
$
12
|
|
$
(53)
|
|
$
(18)
|
|
$
(148)
|
|
|
|
|
|
|
|
|
|
Diluted net income
(loss) per share attributable to Tronox Limited (U.S.
GAAP)
|
|
$
0.02
|
|
$
(0.44)
|
|
$
(0.32)
|
|
$
(1.24)
|
|
|
|
|
|
|
|
|
|
Acquisition related
expense, per share
|
|
0.07
|
|
-
|
|
0.17
|
|
-
|
Restructuring
(income) expense, per share
|
|
-
|
|
(0.01)
|
|
-
|
|
0.01
|
Gain on
extinguishment of debt, per share
|
|
-
|
|
-
|
|
-
|
|
(0.03)
|
Diluted adjusted
income (loss) per share attributable to Tronox Limited (non-U.S.
GAAP)
|
|
$
0.09
|
|
$
(0.45)
|
|
$
(0.15)
|
|
$
(1.26)
|
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding, diluted (in thousands)
|
|
124,301
|
|
116,184
|
|
118,804
|
|
116,052
|
|
|
|
|
|
|
|
|
|
|
|
(a)
|
Represents
transaction costs associated with the Cristal Transaction which
were recorded in "Selling, general and administrative expenses" in
the unaudited Condensed Consolidated Statements of Operations
during the three and six months ended June 30, 2017.
|
(b)
|
Represents severance
costs associated with the shutdown of our sodium chlorate plant and
other global TiO2 restructuring efforts, which
was recorded in "Restructuring expense" in the unaudited Condensed
Consolidated Statements of Operations.
|
(c)
|
Represents the gain
associated with the repurchase of $20 million face value of the
$900 million aggregate principal amount of senior notes ("Senior
Notes due 2020") and $600 million aggregate principal amount of
senior notes ("Senior Notes 2022"), which was recorded in "Gain on
extinguishment of debt" in the unaudited Condensed Consolidated
Statements of Operations.
|
(d)
|
No income tax impact
given full valuation allowance except for South Africa
restructuring related costs of less than $1
million.
|
TRONOX
LIMITED
|
SEGMENT
INFORMATION
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
June 30,
|
|
Six Months
Ended
June 30,
|
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
|
TiO2
segment
|
|
$
421
|
|
$
333
|
|
$
799
|
|
$
618
|
Alkali
segment
|
|
201
|
|
205
|
|
392
|
|
396
|
Net
sales
|
|
$
622
|
|
$
538
|
|
$
1,191
|
|
$ 1,014
|
|
|
|
|
|
|
|
|
|
TiO2
segment
|
|
$
61
|
|
$
7
|
|
$
93
|
|
$
(29)
|
Alkali
segment
|
|
23
|
|
12
|
|
42
|
|
33
|
Corporate
|
|
(29)
|
|
(10)
|
|
(64)
|
|
(26)
|
Income (loss) from
operations
|
|
55
|
|
9
|
|
71
|
|
(22)
|
Interest and debt
expense, net
|
|
(46)
|
|
(46)
|
|
(92)
|
|
(92)
|
Gain on
extinguishment of debt
|
|
-
|
|
-
|
|
-
|
|
4
|
Other expense,
net
|
|
(1)
|
|
(3)
|
|
(7)
|
|
(12)
|
Income (loss)
before income taxes
|
|
8
|
|
(40)
|
|
(28)
|
|
(122)
|
Income tax
provision
|
|
(3)
|
|
(10)
|
|
(5)
|
|
(22)
|
Net income
(loss)
|
|
5
|
|
(50)
|
|
(33)
|
|
(144)
|
Net income (loss) attributable
to noncontrolling interest
|
|
2
|
|
2
|
|
5
|
|
1
|
Net income (loss)
attributable to Tronox Limited
|
|
$
3
|
|
$
(52)
|
|
$
(38)
|
|
$
(145)
|
TRONOX
LIMITED
|
CONDENSED
CONSOLIDATED BALANCE SHEETS
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June
30,
|
|
December
31,
|
ASSETS
|
2017
|
|
2016
|
Current
Assets
|
|
|
|
|
|
Cash and cash
equivalents
|
|
$
303
|
|
$
248
|
|
Restricted
cash
|
|
2
|
|
3
|
|
Accounts receivable,
net of allowance for doubtful accounts
|
|
457
|
|
424
|
|
Inventories,
net
|
|
506
|
|
532
|
|
Prepaid and other
assets
|
|
54
|
|
49
|
|
|
Total current
assets
|
|
1,322
|
|
1,256
|
|
|
|
|
|
|
|
Noncurrent
Assets
|
|
|
|
|
|
Property, plant and
equipment, net
|
|
1,816
|
|
1,831
|
|
Mineral leaseholds,
net
|
|
1,608
|
|
1,607
|
|
Intangible assets,
net
|
|
210
|
|
223
|
|
Inventories,
net
|
|
15
|
|
14
|
|
Other long-term
assets
|
|
23
|
|
22
|
|
|
Total
assets
|
|
$
4,994
|
|
$
4,953
|
|
|
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
Current
Liabilities
|
|
|
|
|
|
Accounts
payable
|
|
$
201
|
|
$
180
|
|
Accrued
liabilities
|
|
181
|
|
186
|
|
Short-term
debt
|
|
150
|
|
150
|
|
Long-term debt due
within one year
|
|
16
|
|
16
|
|
Income taxes
payable
|
|
2
|
|
1
|
|
|
Total current
liabilities
|
|
550
|
|
533
|
|
|
|
|
|
|
|
Noncurrent
Liabilities
|
|
|
|
|
|
Long-term debt,
net
|
|
2,886
|
|
2,888
|
|
Pension and
postretirement healthcare benefits
|
|
116
|
|
122
|
|
Asset retirement
obligations
|
|
76
|
|
73
|
|
Long-term deferred
tax liabilities
|
|
161
|
|
152
|
|
Other long-term
liabilities
|
|
30
|
|
32
|
|
|
Total
liabilities
|
|
3,819
|
|
3,800
|
|
|
|
|
|
|
|
Commitments and
Contingencies
|
|
|
|
|
Shareholders'
Equity
|
|
|
|
|
|
Tronox Limited Class
A ordinary shares, par value $0.01 — 67,903,699 shares
issued and 67,727,227 shares outstanding at June 30, 2017 and
65,998,306 shares issued and 65,165,672 shares
outstanding at December 31, 2016
|
1
|
|
1
|
|
Tronox Limited Class
B ordinary shares, par value $0.01 — 51,154,280 shares issued and
outstanding at June 30, 2017 and December 31, 2016.
|
-
|
|
-
|
|
Capital in excess of
par value
|
|
1,535
|
|
1,524
|
|
Accumulated
deficit
|
|
(69)
|
|
(19)
|
|
Accumulated other
comprehensive loss
|
|
(454)
|
|
(497)
|
|
|
Total Tronox
Limited shareholders' equity
|
|
1,013
|
|
1,009
|
|
Noncontrolling
interest
|
|
162
|
|
144
|
|
|
Total
equity
|
|
1,175
|
|
1,153
|
|
|
Total liabilities
and equity
|
|
$
4,994
|
|
$
4,953
|
TRONOX
LIMITED
|
CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
Six Months
Ended
June 30,
|
|
2017
|
|
2016
|
Cash Flows from
Operating Activities:
|
|
|
|
Net loss
|
$(33)
|
|
$(144)
|
Adjustments to
reconcile net loss to net cash provided by operating
activities:
|
|
|
|
Depreciation,
depletion and amortization
|
123
|
|
115
|
Deferred income
taxes
|
2
|
|
(3)
|
Share-based
compensation expense
|
22
|
|
10
|
Amortization of
deferred debt issuance costs and discount on debt
|
6
|
|
5
|
Pension and
postretirement healthcare benefit expense
|
4
|
|
3
|
Gain on
extinguishment of debt
|
-
|
|
(4)
|
Other, net
|
9
|
|
20
|
Contributions to
employee pension and postretirement plans
|
(11)
|
|
(9)
|
Changes in assets and
liabilities:
|
|
|
|
(Increase) decrease
in accounts receivable, net
|
(28)
|
|
(13)
|
(Increase) decrease
in inventories, net
|
36
|
|
87
|
(Increase) decrease
in prepaid and other assets
|
(6)
|
|
(2)
|
Increase (decrease)
in accounts payable and accrued liabilities
|
12
|
|
(16)
|
Increase (decrease)
in income taxes payable
|
1
|
|
20
|
Cash provided by
operating activities
|
137
|
|
69
|
|
|
|
|
Cash Flows from
Investing Activities:
|
|
|
|
Capital
expenditures
|
(56)
|
|
(55)
|
Proceeds from the
sale of assets
|
-
|
|
1
|
Cash used in
investing activities
|
(56)
|
|
(54)
|
|
|
|
|
Cash Flows from
Financing Activities:
|
|
|
|
Repayments of
debt
|
(8)
|
|
(23)
|
Proceeds from
debt
|
-
|
|
-
|
Dividends
paid
|
(12)
|
|
(35)
|
Restricted stock and
performance-based shares settled in cash for taxes
|
(11)
|
|
-
|
Cash used in
financing activities
|
(31)
|
|
(58)
|
Effects of
exchange rate changes on cash and cash
equivalents
|
5
|
|
2
|
Net increase
(decrease) in cash and cash equivalents
|
55
|
|
(41)
|
Cash and cash
equivalents at beginning of period
|
248
|
|
229
|
Cash and cash
equivalents at end of period
|
$303
|
|
$188
|
TRONOX
LIMITED
|
CONDENSED
STATEMENT OF FREE CASH FLOWS (NON-U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
June 30, 2017
|
|
Six Months
Ended
June 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TiO2
|
|
Alkali
|
|
Corporate
|
|
Consolidated
|
|
TiO2
|
|
Alkali
|
|
Corporate
|
|
Consolidated
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income
(loss) (U.S. GAAP)
|
$
61
|
|
$
23
|
|
$
(29)
|
|
$
55
|
|
$
93
|
|
$
42
|
|
$
(64)
|
|
$
71
|
Depreciation,
depletion and amortization expense
|
44
|
|
16
|
|
2
|
|
62
|
|
88
|
|
32
|
|
3
|
|
123
|
Other
|
18
|
|
2
|
|
3
|
|
23
|
|
27
|
|
5
|
|
15
|
|
47
|
Adjusted EBITDA
(non-U.S. GAAP)
|
$
123
|
|
$
41
|
|
$
(24)
|
|
$
140
|
|
$
208
|
|
$
79
|
|
$
(46)
|
|
$
241
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
(non-U.S. GAAP)
|
$
123
|
|
$
41
|
|
$
(24)
|
|
$
140
|
|
$
208
|
|
$
79
|
|
$
(46)
|
|
$
241
|
Interest paid, net of
capitalized interest and
interest income
|
-
|
|
-
|
|
(16)
|
|
(16)
|
|
-
|
|
-
|
|
(84)
|
|
(84)
|
Income tax
provision
|
-
|
|
-
|
|
(3)
|
|
(3)
|
|
-
|
|
-
|
|
(5)
|
|
(5)
|
Transaction
costs
|
-
|
|
-
|
|
(9)
|
|
(9)
|
|
-
|
|
-
|
|
(20)
|
|
(20)
|
Contributions to
employee pension and
postretirement plans
|
(5)
|
|
(1)
|
|
-
|
|
(6)
|
|
(9)
|
|
(2)
|
|
-
|
|
(11)
|
Deferred income
taxes
|
-
|
|
-
|
|
3
|
|
3
|
|
-
|
|
-
|
|
2
|
|
2
|
Other
|
(3)
|
|
(1)
|
|
(26)
|
|
(30)
|
|
-
|
|
(1)
|
|
-
|
|
(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in assets and
liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Increase) decrease
in accounts receivable, net
|
(25)
|
|
-
|
|
-
|
|
(25)
|
|
(35)
|
|
7
|
|
-
|
|
(28)
|
(Increase) decrease
in inventories,
net
|
10
|
|
-
|
|
-
|
|
10
|
|
37
|
|
(1)
|
|
-
|
|
36
|
(Increase) decrease
in prepaid and other assets
|
(15)
|
|
(1)
|
|
1
|
|
(15)
|
|
(10)
|
|
4
|
|
-
|
|
(6)
|
Increase (decrease)
in accounts payable and
accrued liabilities
|
1
|
|
(3)
|
|
31
|
|
29
|
|
6
|
|
2
|
|
4
|
|
12
|
Increase (decrease)
in income taxes payable
|
-
|
|
-
|
|
(1)
|
|
(1)
|
|
-
|
|
-
|
|
1
|
|
1
|
Subtotal
|
(29)
|
|
(4)
|
|
31
|
|
(2)
|
|
(2)
|
|
12
|
|
5
|
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash provided by
(used in) operating activities
|
86
|
|
35
|
|
(44)
|
|
77
|
|
197
|
|
88
|
|
(148)
|
|
137
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures
|
(19)
|
|
(4)
|
|
(1)
|
|
(24)
|
|
(39)
|
|
(16)
|
|
(1)
|
|
(56)
|
Free cash
flow (non-U.S. GAAP)
|
$
67
|
|
$
31
|
|
$
(45)
|
|
$
53
|
|
$
158
|
|
$
72
|
|
$
(149)
|
|
$
81
|
TRONOX
LIMITED
|
RECONCILIATION OF
NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA (NON-U.S.
GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
June 30,
|
|
Six Months
Ended
June 30,
|
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
|
Net income (loss)
(U.S. GAAP)
|
$
5
|
|
$(50)
|
|
$
(33)
|
|
$(144)
|
|
Interest and debt
expense, net
|
46
|
|
46
|
|
92
|
|
92
|
|
Interest
income
|
(1)
|
|
(1)
|
|
(2)
|
|
(2)
|
|
Income tax
provision
|
3
|
|
10
|
|
5
|
|
22
|
|
Depreciation,
depletion and amortization expense
|
62
|
|
60
|
|
123
|
|
115
|
EBITDA (non-U.S.
GAAP)
|
115
|
|
65
|
|
185
|
|
83
|
|
Share-based
compensation (a)
|
8
|
|
5
|
|
22
|
|
10
|
|
Transaction costs
(b)
|
9
|
|
-
|
|
20
|
|
-
|
|
Restructuring
(income) expense (c)
|
-
|
|
(1)
|
|
-
|
|
1
|
|
Gain on
extinguishment of debt (d)
|
-
|
|
-
|
|
-
|
|
(4)
|
|
Foreign currency
remeasurement (e)
|
3
|
|
4
|
|
6
|
|
18
|
|
Other items
(f)
|
5
|
|
(2)
|
|
8
|
|
3
|
Adjusted EBITDA
(non-U.S. GAAP) (g)
|
$140
|
|
$
71
|
|
$241
|
|
$
111
|
|
(a)
|
Represents non-cash
share-based compensation.
|
(b)
|
Represents
transaction costs associated with the Cristal Transaction which
were recorded in "Selling, general and administrative expenses" in
the unaudited Condensed Consolidated Statements of
Operations.
|
(c)
|
Represents severance
and other costs associated with the shutdown of our sodium chlorate
plant, and other global restructuring efforts which was recorded in
"Restructuring income (expense)" in the unaudited Condensed
Consolidated Statements of Operations.
|
(d)
|
During 2016, we
recognized $4 million of gain associated with the repurchase of $20
million face value of our Senior Notes due 2020 and Senior Notes
due 2022, which was recorded in "Gain on extinguishment of debt" in
the unaudited Condensed Consolidated Statements of
Operations.
|
(e)
|
Represents foreign
currency remeasurement which is included in "Other expense, net" in
the unaudited Condensed Consolidated Statements of
Operations.
|
(f)
|
Includes noncash
pension and postretirement costs, severance expense, insurance
settlement gain and other items included in "Selling, general and
administrative expenses" and "Cost of goods sold" in the unaudited
Condensed Consolidated Statements of Operations.
|
(g)
|
No income tax impact
given full valuation allowance except for South Africa related
restructuring costs.
|
|
|
|
|
|
|
|
|
|
The following table
reconciles income (loss) from operations, the comparable measure
for segment reporting under U.S. GAAP, to Adjusted EBITDA by
segment for the
periods presented:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
June 30,
|
|
Six Months
Ended
June 30,
|
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
|
|
|
|
|
|
|
|
|
TiO2
segment
|
$61
|
|
$7
|
|
$93
|
|
$(29)
|
|
Alkali
segment
|
23
|
|
12
|
|
42
|
|
33
|
|
Corporate
|
(29)
|
|
(10)
|
|
(64)
|
|
(26)
|
Income (loss) from
operations (U.S. GAAP)
|
55
|
|
9
|
|
71
|
|
(22)
|
|
|
|
|
|
|
|
|
|
|
TiO2
segment
|
44
|
|
43
|
|
88
|
|
83
|
|
Alkali
segment
|
16
|
|
15
|
|
32
|
|
29
|
|
Corporate
|
2
|
|
2
|
|
3
|
|
3
|
Depreciation,
depletion and amortization expense
|
62
|
|
60
|
|
123
|
|
115
|
|
|
|
|
|
|
|
|
|
|
TiO2
segment
|
18
|
|
7
|
|
27
|
|
25
|
|
Alkali
segment
|
2
|
|
2
|
|
5
|
|
3
|
|
Corporate
|
3
|
|
(7)
|
|
15
|
|
(10)
|
Other
|
23
|
|
2
|
|
47
|
|
18
|
|
|
|
|
|
|
|
|
|
|
TiO2
segment
|
123
|
|
57
|
|
208
|
|
79
|
|
Alkali
segment
|
41
|
|
29
|
|
79
|
|
65
|
|
Corporate
|
(24)
|
|
(15)
|
|
(46)
|
|
(33)
|
Adjusted EBITDA
(non-U.S. GAAP)
|
$140
|
|
$71
|
|
$241
|
|
$111
|
TRONOX
LIMITED
|
REVISION OF
PREVIOUSLY ISSUED INTERIM UNAUDITED CONDENSED
|
CONSOLIDATED
FINANCIAL STATEMENTS
|
(Millions of U.S.
dollars)
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Unaudited
Condensed Consolidated Statement of Operations
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Three Months
Ended
June 30, 2016
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Six Months
Ended
June 30, 2016
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As
Reported
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Adjustment
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Revised
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As
Reported
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Adjustment
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Revised
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Net sales
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$
537
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$
1
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$
538
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$
1,012
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$
2
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$
1,014
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Cost of goods
sold
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480
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(1)
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479
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935
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(1)
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934
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Gross
profit
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57
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2
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59
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77
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3
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80
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Selling, general and
administrative expenses
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(50)
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(1)
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(51)
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(97)
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(4)
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(101)
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Income (loss) from
operations
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8
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1
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9
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(21)
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(1)
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(22)
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Other expense,
net
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-
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(3)
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(3)
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(9)
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(3)
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(12)
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Loss before income
taxes
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(38)
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(2)
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(40)
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(118)
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(4)
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(122)
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Net loss
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(48)
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(2)
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(50)
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(140)
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(4)
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(144)
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Net loss attributable
to Tronox Limited
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(50)
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(2)
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(52)
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(141)
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(4)
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(145)
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Loss per share, basic
and diluted
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(0.42)
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(0.02)
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(0.44)
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(1.21)
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(0.03)
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(1.24)
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Weighted average
shares outstanding, basic and diluted (in thousands)
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116,184
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116,184
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116,184
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116,052
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116,052
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116,052
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Unaudited
Condensed Consolidated Balance Sheet
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December 31,
2016
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As
Reported
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Adjustment
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Revised
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Accounts receivable,
net of allowance for
doubtful accounts
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$
421
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$
3
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$
424
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Total current
assets
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1,253
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3
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1,256
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Total
assets
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4,950
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3
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4,953
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Accrued
liabilities
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174
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11
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185
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Total current
liabilities
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522
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11
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533
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Total
liabilities
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3,789
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11
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3,800
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Accumulated
deficit
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(13)
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(6)
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(19)
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Accumulated other
comprehensive loss
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(495)
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(2)
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(497)
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Total Tronox Limited
shareholders' equity
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1,017
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(8)
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1,009
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Total
equity
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1,161
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(8)
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1,153
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Total liabilities and
equity
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4,950
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3
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4,953
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Unaudited
Condensed Consolidated Statement of Cash Flows
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The corresponding
amounts have been revised within the statement of cash flows for
the six months ended June 30, 2016 with no net impact to operating,
investing, and financing cash flows.
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View original content with
multimedia:http://www.prnewswire.com/news-releases/tronox-reports-second-quarter-2017-financial-results-300501555.html
SOURCE Tronox Limited