false000125764000012576402023-03-082023-03-08

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

March 8, 2023

KRONOS WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

Delaware

    

1-31763

    

76-0294959

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation)

File Number)

Identification No.)

5430 LBJ Freeway, Suite 1700, Dallas, Texas

(Address of principal executive offices)

75240-2620

(Zip Code)

Registrant’s telephone number, including area code

(972) 233-1700

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

 

Common Stock

KRO

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Item 2.02

Results of Operations and Financial Condition.

The registrant hereby furnishes the information set forth in its press release entitled “Kronos Worldwide, Inc. Reports Fourth Quarter 2022 Results” that the registrant issued on March 8, 2023, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The press release the registrant furnishes as Exhibit 99.1 to this current report is not deemed “filed” for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.  Registration statements or other documents filed with the U.S. Securities and Exchange Commission shall not incorporate this information by reference, except as otherwise expressly stated in such filing.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

Item No.

    

Description

99.1

Press release dated March 8, 2023 issued by the registrant.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

KRONOS WORLDWIDE, INC.

(Registrant)

Date: March 8, 2023

By:

/s/ Tim C. Hafer

Tim C. Hafer,

Executive Vice President and Chief Financial Officer

Graphic

Press Release

FOR IMMEDIATE RELEASE

KRONOS WORLDWIDE, INC. REPORTS FOURTH QUARTER 2022 RESULTS

DALLAS, TEXAS…March 8, 2023… Kronos Worldwide, Inc. (NYSE:KRO) today reported a net loss of $19.9 million, or $.18 per share, in the fourth quarter of 2022 compared to net income of $31.6 million, or $.28 per share, in the fourth quarter of 2021. For the full year of 2022, Kronos Worldwide reported net income of $104.5 million, or $0.90 per share, compared to net income of $112.9 million, or $.98 per share for the full year of 2021. Net income decreased in the comparable 2022 periods as compared to the same periods in 2021 primarily due to lower income from operations resulting from the net effect of lower sales volumes, higher production costs, including raw material and energy costs, and higher average TiO2 selling prices. Comparability of our results for both the fourth quarter and full year of 2022 was significantly impacted by unabsorbed fixed production and other costs associated with production curtailments at certain of our European facilities as a result of reduced demand for certain of our products occurring primarily in our European and export markets, as discussed further below. Our results were also impacted by the effects of changes in currency exchange rates.

Net sales of $342.4 million in the fourth quarter of 2022 were $153.6 million, or 31%, lower than in the fourth quarter of 2021. Net sales of $1.9 billion in the full year of 2022 were consistent with net sales for the full year of 2021. Net sales comparisons for both periods were impacted by the net effects of lower sales volumes in all our markets, partially offset by higher average TiO2 selling prices. TiO2 sales volumes were 40% lower in the fourth quarter of 2022 as compared to the fourth quarter of 2021 and our sales volumes in the full year of 2022 were 15% lower than in the full year of 2021. TiO2 sales volumes in the fourth quarter and full year of 2022 compared to the same periods in 2021 were impacted by weakening customer demand in our European and export markets which began late in the third quarter and continued throughout the fourth quarter. Average TiO2 selling prices were 15% higher in the fourth quarter of 2022 as compared to the fourth quarter of 2021 and 21% higher in the full year of 2022 as compared to the full year of 2021. Average TiO2 selling prices at the end of the fourth quarter of 2022 were 16% higher than the end of 2021. Fluctuations in currency exchange rates (primarily the euro) also affected net sales comparisons, decreasing net sales by approximately $23 million in the fourth quarter of 2022 and approximately $106 million in the full year of 2022, as compared to the same periods in 2021. The table at the end of this press release shows how each of these items impacted net sales.

Our TiO2 segment loss (see description of non-GAAP information below) in the fourth quarter of 2022 was $15.0 million as compared to our TiO2 segment profit of $55.6 million in the fourth quarter of 2021. For the full year of 2022, our segment profit was $175.9 million as compared to $202.2 million in the full year of 2021. Segment profit decreased in both the fourth quarter and full year of 2022 compared to the same periods in 2021 primarily due to the net effect of lower sales volumes, higher production costs, (primarily raw material and energy costs), and higher average TiO2 selling prices. In addition, cost of sales in 2022 includes unabsorbed fixed production and other manufacturing costs of approximately $26 million associated with production curtailments at certain of our European facilities during the fourth quarter as we reduced TiO2 production volumes to align inventory levels with lower demand. TiO2 production volumes were 35% lower in the fourth quarter of 2022 compared to the fourth quarter of 2021 and 10% lower in the full year of 2022 compared to the same period of 2021.  As a result of fourth quarter curtailments, we operated our production facilities at 89% of practical capacity utilization in 2022 (100%, 95%, 93% and 65% in the first, second, third and fourth quarters of 2022, respectively) compared to full practical capacity in 2021 (97%, 100%, 100% and 100% in the first, second, third and fourth quarters of 2021, respectively). Fluctuations in currency exchange rates (primarily the euro) increased income from operations approximately $2 million in the fourth quarter of 2022 as compared to the fourth quarter of 2021 and increased income from operations approximately $23 million in the full year of 2022 as compared to the full year of 2021.

Page 1 of 5


Our net income (loss) before interest expense, income taxes and depreciation and amortization expense (EBITDA) (see description of non-GAAP information below) in the fourth quarter of 2022 was ($8.2) million compared to EBITDA of $62.6 million in the fourth quarter of 2021. For the full year of 2022, the Company’s EBITDA was $202.5 million compared to $224.3 million in the full year of 2021.

Other operating income, net in the full year of 2022 includes an insurance settlement gain of $2.7 million ($2.2 million, or $.02 per share, net of income tax expense) related to a 2020 business interruption insurance claim recognized in the third quarter of 2022.

The statements in this release relating to matters that are not historical facts are forward-looking statements that represent management's beliefs and assumptions based on currently available information. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot give any assurances that these expectations will prove to be correct. Such statements by their nature involve substantial risks and uncertainties that could significantly impact expected results, and actual future results could differ materially from those described in such forward-looking statements. While it is not possible to identify all factors, we continue to face many risks and uncertainties. The factors that could cause actual future results to differ materially include, but are not limited to, the following:

Future supply and demand for our products
The extent of the dependence of certain of our businesses on certain market sectors
The cyclicality of our business
Customer and producer inventory levels
Unexpected or earlier-than-expected industry capacity expansion
Changes in raw material and other operating costs (such as energy and ore costs)
Changes in the availability of raw materials (such as ore)
General global economic and political conditions that harm the worldwide economy, disrupt our supply chain, increase material and energy costs or reduce demand or perceived demand for our TiO2 products or impair our ability to operate our facilities (including changes in the level of gross domestic product in various regions of the world, natural disasters, terrorist acts, global conflicts and public health crises such as COVID-19)
Operating interruptions (including, but not limited to, labor disputes, leaks, natural disasters, fires, explosions, unscheduled or unplanned downtime such as disruptions in energy supplies, transportation interruptions, cyber-attacks, certain regional and world events or economic conditions and public health crises such as COVID-19)
Competitive products and substitute products
Customer and competitor strategies
Potential consolidation of our competitors
Potential consolidation of our customers
The impact of pricing and production decisions
Competitive technology positions
Potential difficulties in upgrading or implementing accounting and manufacturing software systems
The introduction of trade barriers or trade disputes
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 and between the euro and the Norwegian krone), or possible disruptions to our business resulting from uncertainties associated with the euro or other currencies
Our ability to renew or refinance credit facilities
Increases in interest rates
Our ability to maintain sufficient liquidity
The ultimate outcome of income tax audits, tax settlement initiatives or other tax matters, including future tax reform
Our ability to utilize income tax attributes, the benefits of which may or may not have been recognized under the more-likely-than-not recognition criteria
Environmental matters (such as those requiring compliance with emission and discharge standards for existing and new facilities)
Government laws and regulations and possible changes therein including new environmental health and safety or other regulations (such as those seeking to limit or classify TiO2 or its use)
Possible future litigation.

Page 2 of 5


Should one or more of these risks materialize (or the consequences of such a development worsen), or should the underlying assumptions prove incorrect, actual results could differ materially from those forecasted or expected. The Company disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of changes in information, future events or otherwise.

In an effort to provide investors with additional information regarding the Company's results of operations as determined by accounting principles generally accepted in the United States of America (GAAP), the Company has disclosed certain non-GAAP information which the Company believes provides useful information to investors:

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 net income before income tax expense and certain general corporate items. These general corporate items include corporate expense and the components of other income (expense) except for trade interest income; and
The Company discloses EBITDA, which is also used by the Company’s management to assess the performance of the Company’s TiO2 operations. The Company believes disclosure of EBITDA 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 EBITDA as net income before interest expense, income taxes and depreciation and amortization expense.

Kronos Worldwide, Inc. is a major international producer of titanium dioxide products.

Investor Relations Contact:

Bryan A. Hanley

Senior Vice President & Treasurer

Tel: (972) 233-1700

Page 3 of 5


KRONOS WORLDWIDE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share and metric ton data)

Three months ended

Year ended

December 31, 

December 31, 

2021

2022

2021

2022

(unaudited)

Net sales

    

$

496.0

    

$

342.4

    

$

1,939.4

    

$

1,930.2

Cost of sales

 

377.5

 

305.1

 

1,493.2

 

1,539.1

Gross margin

 

118.5

 

37.3

 

446.2

 

391.1

Selling, general and administrative expense

 

63.8

 

47.7

 

248.9

 

231.3

Other operating income (expense):

 

  

 

  

 

  

 

  

Currency transactions, net

 

.4

 

(5.6)

 

1.6

 

11.5

Other income, net

 

.5

 

-

 

3.2

 

3.4

Corporate expense

 

(3.6)

 

(3.7)

 

(15.0)

 

(15.1)

Income (loss) from operations

 

52.0

 

(19.7)

 

187.1

 

159.6

Other income (expense):

 

  

 

  

 

  

 

  

Trade interest income

 

-

 

1.0

 

.1

 

1.2

Other interest and dividend income

 

.2

 

2.0

 

.3

 

3.9

Marketable equity securities

 

.8

 

(.5)

 

2.0

 

(1.0)

Other components of net periodic pension
   and OPEB cost

 

(3.6)

 

(3.7)

 

(16.5)

 

(12.9)

Interest expense

 

(4.6)

 

(3.9)

 

(19.6)

 

(16.9)

Income (loss) before income taxes

 

44.8

 

(24.8)

 

153.4

 

133.9

Income tax expense (benefit)

 

13.2

 

(4.9)

 

40.5

 

29.4

Net income (loss)

$

31.6

$

(19.9)

$

112.9

$

104.5

Net income (loss) per basic and diluted share

$

.28

$

(.18)

$

.98

$

.90

Weighted average shares used in the
   calculation of net income per share

 

115.5

 

115.4

 

115.5

 

115.5

TiO2 data - metric tons in thousands:

 

  

 

  

 

  

 

  

Sales volumes

 

136

 

82

 

563

 

481

Production volumes

 

141

 

91

 

545

 

492

Page 4 of 5


KRONOS WORLDWIDE, INC.

RECONCILIATION OF INCOME (LOSS) FROM

OPERATIONS TO SEGMENT PROFIT

(In millions)

Three months ended

Year ended

December 31, 

December 31, 

2021

2022

2021

2022

(unaudited)

Income (loss) from operations

$

52.0

$

(19.7)

$

187.1

$

159.6

Adjustments:

 

  

 

  

 

  

 

  

Trade interest income

 

-

 

1.0

 

.1

 

1.2

Corporate expense

 

3.6

 

3.7

 

15.0

 

15.1

Segment profit (loss)

$

55.6

$

(15.0)

$

202.2

$

175.9

RECONCILIATION OF NET INCOME (LOSS) TO EBITDA

(In millions)

Three months ended

Year ended

December 31, 

December 31, 

2021

2022

2021

2022

(unaudited)

Net income (loss)

$

31.6

$

(19.9)

$

112.9

$

104.5

Adjustments:

 

  

 

  

 

  

 

  

Depreciation expense

 

13.2

 

12.7

 

51.3

 

51.7

Interest expense

 

4.6

 

3.9

 

19.6

 

16.9

Income tax expense (benefit)

 

13.2

 

(4.9)

 

40.5

 

29.4

EBITDA

$

62.6

$

(8.2)

$

224.3

$

202.5

IMPACT OF PERCENTAGE CHANGE IN NET SALES

    

Three months ended

 

Year ended

 

December 31, 

 

December 31, 

 

2022 vs. 2021

 

2022 vs. 2021

 

(unaudited)

Percentage change in net sales:

 

  

  

TiO2 product pricing

 

15

%

21

%

TiO2 sales volume

 

(40)

(15)

TiO2 product mix/other

 

(1)

(1)

Changes in currency exchange rates

 

(5)

(5)

Total

 

(31)

%

-

%

Page 5 of 5