STAMFORD, Conn., May 6, 2020 /PRNewswire/ --
First Quarter 2020 Financial Highlights:
- Revenue of $722 million
- Income from operations of $79
million; Net income of $40
million
- Adjusted EBITDA of $174 million;
Adjusted EBITDA margin of 24 percent (Non-GAAP)
- Total acquisition synergies of $45
million, with $38 million
reflected within EBITDA (Non-GAAP) and $7
million within taxes and other synergies
- GAAP diluted EPS of $0.22;
Adjusted diluted EPS of $0.29
(Non-GAAP)
- TiO2 sales volumes up 7 percent and selling prices
level sequentially
- Zircon sales volumes remained level sequentially, offset by 8
percent lower selling prices which were partially influenced by a
continued shift to standard grade from premium grade
- All sites remain operational and have been designated as
essential given the applications of TiO2, Zircon, and
other co-products in critical products
Strong Financial Position and Cash Flow:
- Over $1 billion of available
liquidity following our recent debt offering, including over
$700 million in pro forma cash and
cash equivalents as of March 31,
2020(1)
- No near-term maturities on our term loan or notes until
2024
- Reducing expected full year 2020 capital expenditures by at
least $50 million to $225 million and working capital to $40-50 million from $75-100 million
(1) Pro forma
impact on March 31, 2020 balance sheet after giving effect for the
$500 million senior secured notes offering and repayment of the
$200 million ABL / credit facility draw downs, completed May 1,
2020
|
Tronox Holdings plc (NYSE:TROX) ("Tronox" or the "Company"), the
world's leading integrated manufacturer of titanium dioxide
pigment, today reported its financial results for the quarter
ending March 31, 2020, as
follows:
Summary of Financial Results for the Quarter Ending
March 31, 2020
Reported Basis
(Millions of
dollars)
|
Q1
2020
|
Q1
2019
|
Y-o-Y %
∆
|
Q4
2019
|
Q-o-Q %
∆
|
Revenue
|
$
722
|
$
390
|
85%
|
$
693
|
4%
|
TiO2
|
580
|
277
|
109%
|
544
|
7%
|
Zircon
|
65
|
64
|
2%
|
71
|
(8%)
|
Feedstock and other
products
|
77
|
49
|
57%
|
78
|
(1%)
|
Net Income
(Loss)
|
$
40
|
$
(30)
|
n/m
|
$
(5)
|
n/m
|
Adjusted
EBITDA
|
$
174
|
$
80
|
118%
|
$
156
|
12%
|
Adjusted EBITDA
Margin %
|
24%
|
21%
|
3
pts
|
23%
|
1
pt
|
|
|
|
|
|
|
|
Y-o-Y %
∆
|
|
Q-o-Q %
∆
|
|
Volume
|
Price
|
|
Volume
|
Price
|
TiO2
|
115%
|
(2%)
|
|
7%
|
0%
|
Local Currency
Basis
|
-
|
(3%)
|
|
-
|
0%
|
Zircon
|
21%
|
(16%)
|
|
0%
|
(8%)
|
Pro Forma Basis
(Millions of
dollars)
|
Q1
2020
|
Q1
2019
|
Y-o-Y %
∆
|
Q4
2019
|
Q-o-Q %
∆
|
Revenue
|
$
722
|
$
720
|
0%
|
$
693
|
4%
|
TiO2
|
580
|
570
|
2%
|
544
|
7%
|
Zircon
|
65
|
82
|
(21%)
|
71
|
(8%)
|
Feedstock and other
products
|
77
|
68
|
13%
|
78
|
(1%)
|
Net Income
(Loss)
|
$
40
|
$
(18)
|
nm
|
$
1
|
nm
|
Adjusted
EBITDA
|
$
174
|
$
141
|
23%
|
$
156
|
12%
|
Adjusted EBITDA
Margin %
|
24%
|
20%
|
4
pts
|
23%
|
1
pt
|
|
|
|
|
|
|
|
Y-o-Y %
∆
|
|
Q-o-Q %
∆
|
|
Volume
|
Price
|
|
Volume
|
Price
|
TiO2
|
6%
|
(1%)
|
|
7%
|
0%
|
Local Currency
Basis
|
-
|
(3%)
|
|
-
|
0%
|
Zircon
|
(7%)
|
(16%)
|
|
0%
|
(8%)
|
CEO Commentary
Jeffry N. Quinn, chairman and
chief executive officer commented, "Tronox's first quarter results
came in slightly above our previously announced preliminary
results, as we delivered Adjusted EBITDA of $174 million, with an Adjusted EBITDA margin of
24 percent, and Adjusted EPS of $0.29. These strong results were
attributable to the benefits of our geographic diversity,
vertically integrated global footprint, favorable end market
exposure, and delivery of Cristal acquisition synergies. I am
grateful to our employees around the world who have continued to
deliver safe, quality, low-cost tons for our customers, while
adapting our operations to manage through the ongoing COVID-19
pandemic.
"Our focus during the ongoing COVID-19 pandemic continues to be
on protecting the health and safety of our employees. To this
end, we have implemented stringent and prudent protocols at all our
worldwide locations. Our operations have been designated as
essential given the applications of TiO2, Zircon, and
other co-products in critical products such as food and medical
packaging, medical equipment, pharmaceuticals, and personal
protective gear. All our sites are operating, and we continue
to work diligently to ensure business continuity to meet our
customers' needs.
"We continue to monitor the market conditions which are evolving
each day. Demand for TiO2 remains mixed across
regions, with North America being
the most resilient and China
improving, offset by weaker demand in regions hit hardest by the
virus, such as southern Europe,
Brazil, and India. Zircon demand also remains mixed
with recovering volumes in China
offset by weaker demand in southern Europe and India.
"Based upon the evolving status of social restrictions, the
uncertain plans for the re-opening of economies around the world,
and our most recent conversations with and public statements by our
customers, our current expectation is for second quarter
TiO2 volumes to decline in the high teens to low
twenties percent range versus first quarter 2020. Zircon
volumes for the second quarter are anticipated to remain largely in
line with the first quarter.
"Our liquidity remains strong. Last week, we successfully
completed the offering of our $500
million 6.5% 2025 senior secured notes, with the proceeds to
be used for general corporate purposes, including the repayment of
existing indebtedness, capital expenditures, strategic investments
and transactions, working capital and other business opportunities.
We used a portion of the proceeds to pay down the
$200 million drawn on our ABL and
revolving credit facilities at the end of March.
Mr. Quinn concluded, "We are proactively managing our cash flow
through cost reductions, harvesting of working capital, and
reducing capital expenditures. We have ample levers available
to ensure sufficient liquidity under any conceivable
scenario. We remain focused on execution, operational
excellence, delivering synergies, and enhancing our vertical
integration strategy, which has created an enterprise with greater
stability in financial performance and cash generation."
On May 6, 2020, Tronox's Board of
Directors declared a quarterly dividend of $0.07 per share, payable on May 29, 2020 to shareholders of record as of the
close of business on May 18,
2020.
Financial Summary for the Quarter Ending March 31, 2020(1)
Tronox reported revenue of $722
million for the first quarter 2020, in line with first
quarter 2019 revenues of $720 million
on a pro forma basis. Income from operations of $79 million compared to $46 million in the year-ago quarter on a pro
forma basis. Net income attributable to Tronox was
$32 million, or $0.22 per diluted share, compared to a net loss
attributable to Tronox of $23
million, or $0.14 per diluted
share, in the year-ago quarter on a pro forma basis. Net
income attributable to Tronox in the first quarter 2020 included
restructuring and integration costs related to the Cristal
acquisition that totaled $9 million
or $0.07 per diluted share.
Excluding these items, adjusted net income attributable to Tronox
(Non-GAAP) was $41 million, or
$0.29 per diluted share.
Adjusted EBITDA of $174 million
increased 23 percent compared to $141
million on a pro forma basis in the prior-year quarter.
(1) Net income, Adjusted EBITDA and Adjusted EPS increased from
preliminary results due to purchase accounting related
adjustments.
Note: Since Tronox and Cristal combined their respective businesses
on April 10, 2019 and to assist in
the following discussion of first quarter 2020 performance compared
to the first quarter 2019, we have provided the results on both a
pro forma basis and a reported basis.
First Quarter 2020 vs. First Quarter 2019
Reported Basis
- Revenue of $722 million increased
85 percent compared to $390
million
- TiO2 sales of $580
million, including revenue from the acquired Cristal
operations, increased 109 percent compared to $277 million
- Zircon sales of $65 million,
including revenue from the acquired Cristal operations, increased 2
percent from $64 million
- Feedstock and other products sales of $77 million, including revenue from the acquired
Cristal operations, increased 57 percent from $49 million
- Adjusted EBITDA of $174 million
increased 118 percent compared to $80
million
Pro Forma Basis
- Revenue of $722 million was in
line with revenue of $720 million in
the year-ago quarter
- TiO2 sales of $580
million were 2 percent higher compared to $570 million; sales volumes increased 6 percent;
selling prices were 3 percent lower on a local currency basis and 1
percent lower on a U.S. dollar basis
- Zircon sales of $65 million were
21 percent lower than $82 million in
the year-ago quarter; sales volumes were 7 percent lower and
selling prices were 16 percent lower
- Feedstock and other products sales of $77 million increased 13 percent from
$68 million
- Adjusted EBITDA of $174 million
was 23 percent higher than $141
million in the year-ago quarter, driven by synergies,
favorable foreign exchange rates, the absence of deferred margin
build and higher TiO2 and CP slag volumes, partially
offset by increased production costs and lower ore grades at our
Australian mine sites
First Quarter 2020 vs. Fourth Quarter 2019
Reported Basis
- Revenue of $722 million increased
4 percent compared to $693
million
- TiO2 sales of $580
million were 7 percent higher than $544 million; sales volumes increased 7 percent –
driven by resiliency in North
America, strong demand in EMEA and late in the quarter
demand recovery in China,
partially offset by slightly weaker demand in other
Asia Pacific countries – and
selling prices were level sequentially
- Zircon sales of $65 million
decreased 8 percent from $71 million,
driven by an 8 percent decrease in selling prices which were
partially influenced by a continued shift to standard
grade from premium grade
- Feedstock and other products sales of $77 million were relatively in line compared to
$78 million
- Adjusted EBITDA of $174 million
increased 12 percent compared to $156
million, primarily due to increased TiO2 volumes,
synergies, and favorable foreign exchange rates
Other Financial Information
- On a pro forma basis as of March 31,
2020, after giving effect to our $500
million debt offering and $200
million repayment of credit facilities, debt was
$3.5 billion and debt, net of cash
and cash equivalents was $2.8
billion, excluding restricted cash
- Following our recent debt offering and credit facility
repayments, our liquidity was over $1
billion on a pro forma basis as of March 31, 2020, comprised of pro forma cash and
cash equivalents of approximately $720
million and $350 million
available under revolving credit agreements
- In the first quarter 2020, capital expenditures were
$38 million and depreciation,
depletion and amortization expense was $71
million
- Free cash flow for the quarter was $(66)
million, primarily due to strong sales in March which
increased our accounts receivables above normal and a reduction in
payables, which is expected to be reversed in the second
quarter
Webcast Conference Call
Tronox will conduct a webcast conference call on Thursday, May 7, 2020 at 8:30 a.m. ET (New
York). The live call is open to the public via
internet broadcast and telephone.
Internet Broadcast: Tronox.com
Dial-in Telephone Numbers:
U.S. / Canada: +1.877.831.3840
International: +1.224.633.1393
Conference ID: 9961929
Conference Call Presentation Slides will be used during
the conference call and will be available on our website:
tronox.com
Conference Call Replay: Available via the internet and
telephone beginning on May 7, 2020,
11:30 a.m. ET (New York), until May
14, 2020, 11:30 a.m. ET
(New York)
Internet Replay: Tronox.com
Replay Dial-in Telephone Numbers:
U.S. / Canada: +1.855.859.2056
International: +1.404.537.3406
Conference ID: 9961929
About Tronox
Tronox Holdings plc is one of the world's leading producers of
high-quality titanium products, including titanium dioxide pigment,
specialty-grade titanium dioxide products and high-purity titanium
chemicals; and zircon. We mine titanium-bearing mineral sands and
operate upgrading facilities that produce high-grade titanium
feedstock materials, pig iron and other minerals. With nearly 7,000
employees across six continents, our rich diversity, unmatched
vertical integration model, and unparalleled operational and
technical expertise across the value chain,
position Tronox as the preeminent titanium dioxide
producer in the world. For more information about how our products
add brightness and durability to paints, plastics, paper and other
everyday products, visit 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 including the effects of the
COVID-19 pandemic and anticipated synergies based on our growth and
other 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, actual synergies, or achievements to differ materially
from the results, level of activity, performance, anticipated
synergies or achievements expressed or implied by the
forward-looking statements. Significant risks and uncertainties may
relate to, but are not limited to, business and market disruptions
related to the COVID-19 pandemic, market conditions and price
volatility for titanium dioxide, zircon and other feedstock
materials, as well as global and regional economic downturns,
including as a result of the COVID-19 pandemic, that adversely
affect the demand for our end-use products; disruptions in
production at our mining and manufacturing facilities; and other
financial, economic, competitive, environmental, political, legal
and regulatory factors. These and other risk factors are discussed
in the Company's filings with the Securities and Exchange
Commission (SEC).
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, synergies 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 because of new information or future
developments.
Use of Non-U.S. GAAP Financial Information
To provide investors and others with additional information
regarding the financial results of Tronox Holdings plc, we have
disclosed in this press release certain non-U.S. GAAP operating
performance measures of EBITDA, Adjusted EBITDA, Adjusted EBITDA
margin and Adjusted net loss attributable to Tronox, including its
presentation on a per share basis, and a non-U.S. GAAP liquidity
measure of Free Cash Flow. 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 from non-U.S. GAAP financial measures
presented by other companies. 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 is 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 the ongoing business of Tronox Holdings plc 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 the operating results and future
prospects of Tronox Holdings plc;
- Provide an additional view of the operating performance of the
Company by adding interest expense & income, income taxes,
depreciation, depletion and amortization to the net income.
Further adjustments due to gain (loss) on extinguishment of debt,
stock-based compensation charges, transaction costs associated with
acquisitions, integration costs, purchase accounting adjustments,
foreign currency re-measurements, impairments, settlements of
pension and postretirement plans, impacts of tax settlements on
non-income related taxes, severance expense, and noncash pension
and postretirement expense and accretion expense are made to
exclude items that are either non-cash or unusual in nature;
- 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 income (loss) attributable to Tronox Holdings plc" 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.
Unaudited Pro Forma Financial Information
On April 10, 2019, we announced
the completion of the acquisition of the TiO2 business
of Cristal which impacts the comparability of the reported results
for the first quarter of 2020 compared to the first quarter of
2019. Since Tronox and Cristal have combined their respective
businesses effective with the merger date of April 10, 2019, the three months ended
March 31, 2020 reflect the results of
the combined business from April 10,
2019, while the three months ended March 31, 2019 include only the results of the
legacy Tronox business. To assist with a discussion of the first
quarter of 2020 and the first quarter of 2019 results on a
comparable basis, certain supplemental unaudited pro forma income
statement and Adjusted EBITDA information is provided on a
consolidated basis and is referred to as "pro forma
information." The pro forma information has been prepared on
a basis consistent with Article 11 of Regulation S-X, assuming the
merger and merger-related divestitures of Cristal's North American
TiO2 business and the 8120 paper laminate grade had been
consummated on January 1, 2018. In
preparing this pro forma information, the historical financial
information has been adjusted to give effect to pro forma
adjustments that are (i) directly attributable to the business
combination and other transactions presented herein, such as the
merger-related divestitures, (ii) factually supportable, and (iii)
expected to have a continuing impact on the combined entity's
consolidated results. The pro forma information is based on
management's assumptions and is presented for illustrative purposes
and does not purport to represent what the results of operations
would actually have been if the business combination and
merger-related divestitures had occurred as of the dates indicated
or what the results would be for any future periods. Also, the pro
forma information does not include the impact of any revenue, cost
or other operating synergies in the periods prior to the
acquisition that may result from the business combination or any
related restructuring costs.
Media Contact: Melissa Zona
+1.636.751.4057
Investor Contact: Jennifer
Guenther
+1.646.960.6598
TRONOX HOLDINGS
PLC
|
CONSOLIDATED
STATEMENTS OF OPERATIONS (U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
March 31,
|
|
2020
|
|
2019
|
Net
sales
|
$
722
|
|
$
390
|
Cost of goods
sold
|
547
|
|
307
|
Gross
profit
|
175
|
|
83
|
Selling, general and
administrative expenses
|
94
|
|
67
|
Restructuring
|
2
|
|
-
|
Income from
operations
|
79
|
|
16
|
Interest
expense
|
(45)
|
|
(49)
|
Interest
income
|
3
|
|
9
|
Loss on
extinguishment of debt
|
-
|
|
(2)
|
Other income
(expense), net
|
10
|
|
(2)
|
Income (loss)
before income taxes
|
47
|
|
(28)
|
Income tax
provision
|
(7)
|
|
(2)
|
Net income
(loss)
|
40
|
|
(30)
|
Net income
attributable to noncontrolling interest
|
8
|
|
4
|
Net income (loss)
attributable to Tronox Holdings plc
|
$
32
|
|
$
(34)
|
|
|
|
|
Earnings (loss)
per share:
|
|
|
|
Basic
|
$
0.23
|
|
$
(0.27)
|
Diluted
|
$
0.22
|
|
$
(0.27)
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding, basic (in thousands)
|
142,736
|
|
124,296
|
Weighted average
shares outstanding, diluted (in thousands)
|
143,596
|
|
124,296
|
|
|
|
|
Other Operating
Data:
|
|
|
|
Capital
expenditures
|
38
|
|
25
|
Depreciation,
depletion and amortization expense
|
71
|
|
47
|
TRONOX HOLDINGS
PLC
|
RECONCILIATION OF
NON-U.S. GAAP FINANCIAL MEASURES
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
RECONCILIATION OF
NET (LOSS) INCOME
|
ATTRIBUTABLE TO
TRONOX HOLDINGS PLC (U.S. GAAP)
|
TO ADJUSTED NET
INCOME (LOSS)
|
ATTRIBUTABLE TO
TRONOX HOLDINGS PLC (NON-U.S. GAAP)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
2020
|
|
2019
|
|
|
|
|
Net (loss) income
attributable to Tronox Holdings plc
|
|
|
|
(U.S. GAAP)
|
$
32
|
|
$
(34)
|
Transaction costs
(a)
|
-
|
|
8
|
Restructuring
(b)
|
2
|
|
-
|
Integration costs
(c)
|
6
|
|
-
|
Separation costs
related to divested business (d)
|
1
|
|
-
|
Loss on
extinguishment of debt (e)
|
-
|
|
2
|
Charge for capital
gains tax payment to Exxaro (f)
|
-
|
|
1
|
Adjusted net income
(loss) attributable to Tronox Holdings plc (non-U.S. GAAP)
(1)
|
$
41
|
|
$
(23)
|
|
|
|
|
Diluted net income
(loss) per share (U.S. GAAP)
|
$
0.22
|
|
$
(0.27)
|
|
|
|
|
Transaction costs,
per share
|
-
|
|
0.06
|
Restructuring, per
share
|
0.02
|
|
-
|
Integration costs,
per share
|
0.04
|
|
-
|
Separation costs
related to divested business
|
0.01
|
|
-
|
Loss on
extinguishment of debt, per share
|
-
|
|
0.02
|
Charge for capital
gains tax payment to Exxaro, per share
|
-
|
|
0.01
|
Diluted adjusted net
(loss) income per share attributable to Tronox Holdings plc
(non-U.S. GAAP)
|
$
0.29
|
|
$
(0.18)
|
|
|
|
|
Weighted average
shares outstanding, diluted (in thousands)
|
143,596
|
|
124,296
|
|
|
|
|
(1) Only the
restructuring amounts for the three months of 2020 have been tax
impacted. No income tax impacts have been given to other
items as they were recorded in jurisdictions with full valuation
allowances.
|
|
|
|
|
(a) Represents
transaction costs primarily associated with the Cristal Transaction
which were recorded in "Selling, general and administrative
expenses" in the unaudited Condensed Consolidated Statements of
Operations.
|
(b) Represents
amounts for employee-related costs, including severance, net of tax
.
|
(c)
Represents Integration costs associated with the Cristal
acquisition after the acquisition which were recorded in "Selling,
general and administrative expenses" in the unaudited Condensed
Consolidated Statements of Operations.
|
(d) Represents
separation costs associated with the divestiture of the Cristal
North American TiO2business which were recorded in
"Selling, general and administrative expenses" in the unaudited
Condensed Consolidated Statement of Operations.
|
(e) 2019 amounts
represent the loss in connection with the modification of the Wells
Fargo Revolver and termination of the ABSA Revolver and a voluntary
prepayment made on the Term Loan Facility.
|
(f)
Represents the expected payment to Exxaro for capital gains tax on
the disposal of its ordinary shares in Tronox Holding plc included
in "Other expense, net" in the unaudited Condensed Consolidated
Statements of Operations.
|
TRONOX HOLDINGS
PLC
|
CONSOLIDATED
BALANCE SHEETS
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
|
March 31,
2020
|
|
December 31,
2019
|
ASSETS
|
|
|
|
Current
Assets
|
|
|
|
Cash and cash
equivalents
|
$
420
|
|
$
302
|
Restricted
cash
|
9
|
|
9
|
Accounts receivable
(net of allowance for credit losses of $4 million and $5 million as
of March 31, 2020 and December 31, 2019, respectively)
|
554
|
|
482
|
Inventories,
net
|
1,054
|
|
1,131
|
Prepaid and other
assets
|
115
|
|
143
|
Income taxes
receivable
|
6
|
|
6
|
Total current
assets
|
2,158
|
|
2,073
|
|
|
|
|
Noncurrent
Assets
|
|
|
|
Property, plant and
equipment, net
|
1,630
|
|
1,762
|
Mineral leaseholds,
net
|
783
|
|
852
|
Intangible assets,
net
|
202
|
|
208
|
Lease right of use
assets, net
|
92
|
|
101
|
Deferred tax
assets
|
107
|
|
110
|
Other long-term
assets
|
158
|
|
162
|
Total
assets
|
$
5,130
|
|
$
5,268
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
Current
Liabilities
|
|
|
|
Accounts
payable
|
$
280
|
|
$
342
|
Accrued
liabilities
|
346
|
|
283
|
Short-term lease
liabilities
|
37
|
|
38
|
Short-term
debt
|
212
|
|
-
|
Long-term debt due
within one year
|
30
|
|
38
|
Income taxes
payable
|
6
|
|
1
|
Total current
liabilities
|
911
|
|
702
|
|
|
|
|
Noncurrent
Liabilities
|
|
|
|
Long-term debt,
net
|
2,954
|
|
2,988
|
Pension and
postretirement healthcare benefits
|
153
|
|
160
|
Asset retirement
obligations
|
129
|
|
142
|
Environmental
liabilities
|
70
|
|
65
|
Long-term lease
liabilities
|
52
|
|
62
|
Deferred tax
liabilities
|
139
|
|
184
|
Other long-term
liabilities
|
43
|
|
49
|
Total
liabilities
|
4,451
|
|
4,352
|
|
|
|
|
Commitments and
Contingencies
|
|
|
|
Shareholders'
Equity
|
|
|
|
Tronox Holdings plc
ordinary shares, par value $0.01 — 143,366,438 shares issued and
outstanding at March 31, 2020 and 141,900,459 shares issued and
outstanding at December 31, 2019
|
1
|
|
1
|
Capital in excess of
par value
|
1,852
|
|
1,846
|
Accumulated
deficit
|
(471)
|
|
(493)
|
Accumulated other
comprehensive loss
|
(829)
|
|
(606)
|
Total Tronox
Holdings plc shareholders' equity
|
553
|
|
748
|
Noncontrolling
interest
|
126
|
|
168
|
Total
equity
|
679
|
|
916
|
Total liabilities
and equity
|
$
5,130
|
|
$
5,268
|
TRONOX HOLDINGS
PLC
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
Three Months Ended
March 31,
|
|
2020
|
2019
|
Cash Flows from
Operating Activities:
|
|
|
Net income
(loss)
|
$ 40
|
$
(30)
|
Adjustments to
reconcile net income (loss) to net cash provided by operating
activities:
|
|
|
Depreciation,
depletion and amortization
|
71
|
47
|
Deferred income
taxes
|
-
|
(3)
|
Share-based
compensation expense
|
9
|
8
|
Amortization of
deferred debt issuance costs and discount on debt
|
2
|
2
|
Loss on
extinguishment of debt
|
-
|
(2)
|
Other non-cash items
affecting net (loss) income
|
14
|
6
|
Changes in assets and
liabilities:
|
|
|
(Increase) decrease
in accounts receivable, net
|
(92)
|
19
|
Increase in
inventories, net
|
-
|
(10)
|
Decrease (increase)
in prepaid and other assets
|
(3)
|
(1)
|
(Decrease)
increase in accounts payable and accrued
liabilities
|
(54)
|
8
|
Net changes in income
tax payables and receivables
|
2
|
(3)
|
Changes in other
non-current assets and liabilities
|
(17)
|
(6)
|
Cash (used in)
provided by operating activities
|
(28)
|
35
|
|
|
|
Cash Flows from
Investing Activities:
|
|
|
Capital
expenditures
|
(38)
|
(25)
|
Loans
|
-
|
(25)
|
Cash used in
investing activities
|
(38)
|
(50)
|
|
|
|
Cash Flows from
Financing Activities:
|
|
|
Repayments of
long-term debt
|
(7)
|
(101)
|
Proceeds from
long-term debt
|
-
|
222
|
Proceeds from
short-term debt
|
213
|
94
|
Acquisition of
noncontrolling interest
|
-
|
(148)
|
Debt issuance
costs
|
-
|
(4)
|
Dividends
paid
|
(10)
|
(7)
|
Restricted stock and
performance-based shares settled in cash for withholding
taxes
|
(3)
|
(6)
|
Cash provided by
financing activities
|
193
|
50
|
|
|
|
Effects of
exchange rate changes on cash and cash equivalents and restricted
cash
|
(9)
|
(1)
|
|
|
|
Net increase in
cash, cash equivalents and restricted cash
|
118
|
34
|
Cash, cash
equivalents and restricted cash at beginning of
period
|
311
|
1,696
|
Cash, cash
equivalents and restricted cash at end of period
|
$429
|
$1,730
|
TRONOX HOLDINGS
PLC
|
|
RECONCILIATION OF
NET LOSS TO EBITDA AND ADJUSTED EBITDA (NON-U.S.
GAAP)
|
|
(UNAUDITED)
|
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
March 31,
|
|
|
2020
|
|
2019
|
|
|
|
|
Net (loss) income
(U.S. GAAP)
|
$ 40
|
|
$(30)
|
|
Interest
expense
|
45
|
|
49
|
|
Interest
income
|
(3)
|
|
(9)
|
|
Income tax
provision
|
7
|
|
2
|
|
Depreciation,
depletion and amortization expense
|
71
|
|
47
|
|
EBITDA (non-U.S.
GAAP)
|
160
|
|
59
|
|
Share-based
compensation (a)
|
9
|
|
8
|
|
Transaction costs
(b)
|
-
|
|
8
|
|
Restructuring
(c)
|
2
|
|
-
|
|
Integration Costs
(d)
|
6
|
|
-
|
|
Loss on
extinguishment of debt (e)
|
-
|
|
2
|
|
Foreign currency
remeasurement (f)
|
(10)
|
|
(1)
|
|
Other items
(g)
|
7
|
|
4
|
|
Adjusted EBITDA
(non-U.S. GAAP)
|
$174
|
|
$ 80
|
|
|
|
|
|
|
|
(a) Represents
non-cash share-based compensation.
|
(b) 2019 amount
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
amounts for employee-related costs, including
severance.
|
(d) Represents
integration costs associated with the Cristal acquisition after the
acquisition which were recorded in "Selling, general and
administrative expenses" in the unaudited Condensed Consolidated
Statements of Operations.
|
(e) 2019 amount
represents the loss in connection with the modification of the
Wells Fargo Revolver and termination of the ABSA
Revolver.
|
(f) Represents
realized and unrealized gains and losses associated with foreign
currency remeasurement related to third-party and intercompany
receivables and liabilities denominated in a currency other than
the functional currency of the entity holding them, which are
included in "Other expense, net" in the unaudited Condensed
Consolidated Statements of Operations.
|
(g) Includes noncash
pension and postretirement costs, asset write-offs, accretion
expense and other items included in "Selling general and
administrative expenses", "Cost of goods sold" and "Other income
(expense), net" in the unaudited Condensed Consolidated Statements
of Operations.
|
|
|
|
|
|
|
TRONOX HOLDINGS
PLC
|
FREE CASH FLOW
(NON-U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
The following table
reconciles cash used in operating activities to free cash flow for
the three months ended March 31, 2020:
|
|
|
|
Consolidated
|
Cash used in
operating activities
|
$
(28)
|
Capital
expenditures
|
(38)
|
Free cash flow (non-U.S. GAAP)
|
$
(66)
|
TRONOX HOLDINGS
PLC
|
PRO FORMA
CONSOLIDATED STATEMENTS OF OPERATIONS (U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
Proforma
amounts
|
|
March
31,
|
|
2020
|
|
2019
|
Net
sales
|
$
722
|
|
$
720
|
Cost of goods
sold
|
547
|
|
579
|
Gross
profit
|
175
|
|
141
|
Selling, general and
administrative expenses
|
94
|
|
95
|
Restructuring
|
2
|
|
-
|
Income from
operations
|
79
|
|
46
|
Interest
expense
|
(45)
|
|
(55)
|
Interest
income
|
3
|
|
3
|
Other expense,
net
|
10
|
|
(3)
|
Income (loss)
before income taxes
|
47
|
|
(11)
|
Income tax
provision
|
(7)
|
|
(7)
|
Net income
(loss)
|
40
|
|
(18)
|
Net income
attributable to noncontrolling interest
|
8
|
|
5
|
Net income (loss)
attributable to Tronox Holdings plc
|
$
32
|
|
$
(23)
|
|
|
|
|
|
|
|
|
Net (loss) income
per share, diluted
|
$
0.22
|
|
$ (0.14)
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding, diluted (in thousands)
|
143,596
|
|
161,876
|
TRONOX HOLDINGS
PLC
|
PRO FORMA
RECONCILIATION OF NON-U.S. GAAP FINANCIAL MEASURES
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
RECONCILIATION OF
PRO FORMA NET (LOSS) INCOME
|
ATTRIBUTABLE TO
TRONOX HOLDINGS PLC (U.S. GAAP)
|
TO ADJUSTED NET
INCOME (LOSS)
|
ATTRIBUTABLE TO
TRONOX HOLDINGS PLC (NON-U.S. GAAP)
|
|
|
|
|
|
Proforma
amounts
|
|
Three Months Ended
March 31,
|
|
2020
|
|
2019
|
Net (loss) income
attributable to Tronox Holdings plc
(U.S. GAAP)
|
$
32
|
|
$
(23)
|
Restructuring
|
2
|
|
-
|
Integration
costs
|
6
|
|
-
|
Separation costs
related to divested business
|
1
|
|
-
|
Loss on
extinguishment of debt
|
-
|
|
2
|
Charge for capital
gains tax payment to Exxaro
|
-
|
|
1
|
Adjusted net income
(loss) attributable to Tronox Holdings plc (non-U.S.
GAAP)
|
$
41
|
|
$
(20)
|
|
|
|
|
Diluted net income
(loss) per share from continuing operations (U.S. GAAP)
|
$
0.22
|
|
$
(0.14)
|
|
|
|
|
Restructuring, per
share
|
0.02
|
|
-
|
Integration costs,
per share
|
0.04
|
|
-
|
Separation costs
related to divested business
|
0.01
|
|
-
|
Loss on
extinguishment of debt, per share
|
-
|
|
0.01
|
Charge for capital
gains tax payment to Exxaro, per share
|
-
|
|
0.01
|
Diluted adjusted net
(loss) income per share attributable to Tronox Holdings plc
(non-U.S. GAAP)
|
$
0.29
|
|
$
(0.12)
|
|
|
|
|
Weighted average
shares outstanding, diluted (in thousands)
|
143,596
|
|
161,876
|
TRONOX HOLDINGS
PLC
|
PRO FORMA
RECONCILIATION OF NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA
(NON-U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
Pro Forma
Three Months Ended March 31,
|
|
2020
|
|
2019
|
|
|
|
|
Net income (loss)
(U.S. GAAP)
|
$ 40
|
|
$(18)
|
Interest
expense
|
45
|
|
55
|
Interest
income
|
(3)
|
|
(3)
|
Income tax (benefit)
provision
|
7
|
|
7
|
Depreciation,
depletion and amortization expense
|
71
|
|
87
|
EBITDA (non-U.S.
GAAP)
|
160
|
|
128
|
Share-based
compensation
|
9
|
|
8
|
Restructuring
|
2
|
|
-
|
Integration
Costs
|
6
|
|
-
|
Loss on
extinguishment of debt
|
-
|
|
2
|
Foreign currency
remeasurement
|
(10)
|
|
(1)
|
Other
items
|
7
|
|
4
|
Adjusted EBITDA
(non-U.S. GAAP)
|
$174
|
|
$141
|
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SOURCE Tronox Holdings plc