STAMFORD, Conn., July 10, 2018 /PRNewswire/ -- Tronox Limited
(NYSE: TROX) ("Tronox" or the "Company"), a global mining and
inorganic chemicals company, has received notice that the U.S.
Federal Trade Commission ("FTC") has filed a complaint today
against Tronox in the U.S. District Court in the District of Columbia. The complaint alleges
that Tronox's pending acquisition of the titanium dioxide
("TiO2") business of Cristal would violate antitrust
laws by significantly reducing competition in the North American
market for chloride-process TiO2. Tronox has made
repeated attempts to prompt this action by the FTC, which allows
for the legality of the proposed acquisition to be decided
expeditiously on its merits. It also provides the Company a forum
to demonstrate how the proposed acquisition enhances the Company's
competitiveness on a global scale. The FTC's decision to file a
complaint against Tronox follows closely upon the receipt of
conditional approval from the European Commission ("EC") for the
Cristal acquisition. The EC's approval is conditional only on
Tronox divesting a paper-laminate grade of TiO2, which
Tronox is expeditiously seeking to complete.
"This output-enhancing acquisition positions Tronox to become a
leading TiO2 producer capable of succeeding in a
fiercely competitive global market," said Jeffry N. Quinn, president and chief executive
officer of Tronox. "For months, we have urged the FTC to follow its
ordinary procedure to determine the merits of the acquisition, the
same procedure the Department of Justice uses for challenging
unconsummated acquisitions and mergers. Instead, the FTC chose to
challenge our transaction in a Part 3 Procedure before the FTC's
Administrative Law Judge, which would not result in a timely
decision. Even so, during the Part 3 Procedure, I believe we
convincingly demonstrated that the FTC's objections to the Cristal
transaction are entirely misplaced and that the transaction will
benefit consumers through significantly increased production of
TiO2 and efficiencies arising from our post-merger
increased vertical integration. We now look forward to our
long-awaited day in court and the opportunity to demonstrate how
this transaction will benefit customers throughout North America and around the world."
The transaction's compelling economic rationale rests on the
combined company's ability to capture significant synergies and
increase production, enabling it to better compete with global
market leaders and lower-cost Chinese producers that continue to
increase their presence in the global market, including
North America.
Tronox first filed its Hart-Scott-Rodino notification form
on March 14, 2017. The waiting period has been extended
several times by agreement of the parties, including after the
Company had fully complied with the FTC's Second Request.
Tronox has fully and completely cooperated with the FTC,
diligently responding to all questions and information requests,
including producing more than one million pages of documents for
its review.
About Tronox
Tronox Limited is a vertically
integrated mining and inorganic chemical business. The company
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.
For more information, visit tronox.com.
About Cristal
Cristal (also known as The National
Titanium Dioxide Company Limited) operates eight manufacturing
plants in seven countries on five continents and employs
approximately 4,100 people worldwide. Cristal is owned 79
percent by Tasnee (a listed Saudi joint-stock company) and 20
percent by Gulf Investment Corporation (GIC), a company
equally owned by the six states of the Gulf Cooperation
Council (GCC), headquartered in Kuwait. One percent
of the company is owned by Dr. Talal A. Al-Shair, who also
serves as vice chairman, Tasnee and chairman of Cristal.
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, 2017.
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 because of new information or future developments.
Media Contact: Melissa
Zona
+1 636.751.4057
Investor Contact: Brennen
Arndt
+1 203.705.3730
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SOURCE Tronox Limited