STAMFORD, Conn., Feb. 23, 2021 /PRNewswire/ -- Tronox
Holdings plc (NYSE: TROX) ("Tronox" or the "Company"), a leading
integrated manufacturer of titanium dioxide pigment, announced
today that Exxaro Resources Limited (the "selling shareholder")
intends to offer for sale 17,000,000 shares of the Company's
ordinary shares in an underwritten secondary offering pursuant to
the Company's automatic shelf registration statement filed
April 24, 2020 with the Securities
and Exchange Commission ("SEC"). The selling shareholder expects to
grant the underwriters a 30-day option to purchase up to 2,550,000
additional shares. The selling shareholder will receive all of the
net proceeds from the offering. No shares are being sold by the
Company in the offering.
The Company also announced today that it exercised its call
option to complete the "flip in" transaction pursuant to the Exxaro
Mineral Sands Transaction Completion Agreement, whereby the Company
will issue to Exxaro 7,246,035 new ordinary shares in exchange for
Exxaro's 26% shareholding in the Company's South African operating
subsidiaries which hold the Company's material mining licenses. The
offering includes a portion of these shares.
J.P. Morgan is acting as joint bookrunning manager and
representative of the underwriters. BofA Securities, Deutsche Bank
Securities and Morgan Stanley are also acting as joint bookrunning
managers.
Prospective investors should read the prospectus included in the
registration statement, the preliminary prospectus supplement and
other documents that the Company has filed with the SEC for more
information. The registration statement, the preliminary prospectus
supplement and accompanying prospectus and the documents
incorporated by reference therein are available at the SEC's
website at www.sec.gov. Alternatively, a copy of the prospectus and
related preliminary prospectus supplement may be obtained from J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY
11717, toll-free: (866) 803-9204, email:
prospectus-eq_fi@jpmchase.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities, nor shall there be
any sale of these securities in any state or other jurisdiction in
which such an offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or other jurisdiction.
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.
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; the price of our
ordinary shares; 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 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.
Media Contact: Melissa
Zona
+1.636.751.4057
Investor Contact: Jennifer
Guenther
+1.646.960.6598
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SOURCE Tronox Holdings plc