Delaware
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1-31763
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76-0294959
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(State or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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5430 LBJ Freeway, Suite 1700, Dallas, Texas
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75240-2697
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(Address of principal executive offices)
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(Zip Code)
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(Former name or former address, if changed since last report.)
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o
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02
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Results of Operations and Financial Condition.
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Item 7.01
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Regulation FD Disclosure.
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Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits
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Item No.
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Exhibit Index
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99.1
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Press release dated May 7, 2014 issued by the registrant.
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KRONOS WORLDWIDE, INC.
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(Registrant)
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By: /s/ Gregory M. Swalwell
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Date: May 7, 2014
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Gregory M. Swalwell, Executive Vice President and Chief Financial Officer
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Item No.
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Exhibit Index
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99.1
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Press release dated May 7, 2014 issued by the registrant.
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·
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Future supply and demand for our products
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·
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The extent of the dependence of certain of our businesses on certain market sectors
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·
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The cyclicality of our business
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·
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Customer and producer inventory levels
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·
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Unexpected or earlier-than-expected industry capacity expansion
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·
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Changes in raw material and other operating costs (such as ore and energy costs)
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·
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Changes in the availability of raw materials (such as ore)
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·
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General global economic and political conditions (such as changes in the level of gross domestic product in various regions of the world and the impact of such changes on demand for TiO2)
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·
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Competitive products and substitute products
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·
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Customer and competitor strategies
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·
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Potential consolidation of our competitors
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·
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The impact of pricing and production decisions
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·
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Competitive technology positions
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·
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The introduction of trade barriers
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·
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Possible disruption of our business, or increases in our cost of doing business, resulting from terrorist activities or global conflicts
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·
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Fluctuations in currency exchange rates (such as changes in the exchange rate between the U.S. dollar and each of the euro, the Norwegian krone and the Canadian dollar), or possible disruptions to our business resulting from potential instability resulting from uncertainties associated with the euro
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·
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Operating interruptions (including, but not limited to, labor disputes, leaks, natural disasters, fires, explosions, unscheduled or unplanned downtime, transportation interruptions and cyber attacks)
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·
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Our ability to renew or refinance credit facilities
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·
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Our ability to maintain sufficient liquidity
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·
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The ultimate outcome of income tax audits, tax settlement initiatives or other tax matters
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·
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Our ability to utilize income tax attributes, the benefits of which have been recognized under the more-likely-than-not recognition criteria
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·
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Environmental matters (such as those requiring compliance with emission and discharge standards for existing and new facilities)
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·
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Government laws and regulations and possible changes therein
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·
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The ultimate resolution of pending litigation
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·
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Possible future litigation.
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·
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The Company discloses segment profit, which is used by the Company’s management to assess the performance of the Company’s TiO2 operations. The Company believes disclosure of segment profit provides useful information to investors because it allows investors to analyze the performance of the Company’s TiO2 operations in the same way that the Company’s management assesses performance. The Company defines segment profit as income before income taxes, interest expense and certain general corporate items. Corporate items excluded from the determination of segment profit include corporate expense and interest income not attributable to the Company’s TiO2 operations.
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Three months
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||||||||
ended March 31,
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||||||||
2013
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2014
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Net sales
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$ | 463.6 | $ | 420.1 | ||||
Cost of sales
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459.7 | 339.6 | ||||||
Gross margin
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3.9 | 80.5 | ||||||
Selling, general and administrative expense
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49.4 | 49.1 | ||||||
Other operating income (expense):
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||||||||
Currency transactions, net
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1.8 | (2.7 | ) | |||||
Other expense, net
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- | (.1 | ) | |||||
Corporate expense
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(3.2 | ) | (2.6 | ) | ||||
Income (loss) from operations
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(46.9 | ) | 26.0 | |||||
Other income (expense):
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||||||||
Trade interest income
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.1 | - | ||||||
Other interest and dividend income
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.2 | .2 | ||||||
Loss on prepayment of debt
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(6.6 | ) | - | |||||
Interest expense
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(6.4 | ) | (4.0 | ) | ||||
Income (loss) before income taxes
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(59.6 | ) | 22.2 | |||||
Income tax expense (benefit)
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(18.5 | ) | 7.9 | |||||
Net income (loss)
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$ | (41.1 | ) | $ | 14.3 | |||
Net income (loss) per basic and diluted share
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$ | (.35 | ) | $ | .12 | |||
Weighted-average shares used in the
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||||||||
calculation of net income (loss) per share
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115.9 | 115.9 | ||||||
TiO2 data - metric tons in thousands:
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||||||||
Sales volumes
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132 | 122 | ||||||
Production volumes
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122 | 120 | ||||||
Three months
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||||||||
ended March 31,
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2013
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2014
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|||||||
Segment profit (loss)
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$ | (43.6 | ) | $ | 28.6 | |||
Adjustments:
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||||||||
Trade interest income
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(.1 | ) | - | |||||
Corporate expense
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(3.2 | ) | (2.6 | ) | ||||
Income (loss) from operations
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$ | (46.9 | ) | $ | 26.0 | |||
Three months
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|||
ended March 31,
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2014 vs. 2013
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|||
Percentage change in sales:
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|||
TiO2 product pricing
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(5)
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%
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TiO2 sales volume
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(7)
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%
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TiO2 product mix
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1
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%
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Changes in currency exchange rates
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2
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%
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Total
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(9)
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%
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