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 the earliest event reported)
April 3, 2006
Kronos Worldwide, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 1-31763 76-0294959
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
5430 LBJ Freeway, Suite 1700, Dallas, Texas 75240-2697
(Address of principal executive offices) (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 communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
The registrant hereby furnishes the information set forth in its press
release issued on April 3, 2006, a copy of which is attached hereto as Exhibit
99.1 and incorporated herein by reference.
The information, including the exhibit, the registrant furnishes in this
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
Securities and Exchange Commission shall not incorporate this information by
reference, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Item No. Exhibit Index
- ---------- ----------------------------------------
99.1 Press Release dated April 3, 2006 issued by the registrant.
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)
By: /s/ Gregory M. Swalwell
----------------------------
Gregory M. Swalwell
Vice President, Finance and
Chief Financial Officer
Date: April 3, 2006
INDEX TO EXHIBITS
Exhibit No. Description
- ----------- --------------------------------------------------
99.1 Press Release dated April 3, 2006 issued by the registrant.
KRONOS WORLDWIDE, INC. Contact: Gregory M. Swalwell
Three Lincoln Centre Vice President, Finance and
5430 LBJ Freeway, Suite 1700 Chief Financial Officer
Dallas, Texas 75240-2697 (972) 233-1700
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News Release
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FOR IMMEDIATE RELEASE
KRONOS WORLDWIDE, INC. ANNOUNCES PROPOSED
PRIVATE PLACEMENT OF
SENIOR SECURED NOTES BY ITS SUBSIDIARY
KRONOS INTERNATIONAL, INC.
DALLAS, TX -April 3, 2006 - Kronos Worldwide, Inc. (NYSE: KRO) today announced
that its wholly-owned subsidiary, Kronos International, Inc., intends to offer,
in a private placement, (euro)400 million ($480 million at current exchange
rates) of Senior Secured Notes due 2013. Kronos International, Inc. conducts
Kronos Worldwide's titanium dioxide pigments operations in Europe. It is
expected that approximately $470 million of the net proceeds of the offering
will be used to repay Kronos International's outstanding 8?% senior secured
notes due 2009.
The Notes would be sold to qualified institutional buyers in the United States
in reliance on Rule 144A and to persons outside of the United States in reliance
on Regulation S under the Securities Act of 1933, as amended. The Notes will not
be registered under the Securities Act and, unless so registered, may not be
offered or sold in the United States except pursuant to an exemption from, or in
a transaction not subject to, the registration requirements of the Securities
Act and applicable state securities laws. This press release shall not
constitute an offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of the Notes in any state in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification under the
securities laws of any such state.
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. Forward-looking statements
can be identified by the use of words such as "will," "anticipates," "expects,"
or comparable terminology or by discussions of strategy or trends. Although we
believe that the expectations reflected in such forward-looking statements are
reasonable, it cannot give any assurances that these expectations will prove to
be correct. Such statements by their nature involve risks and uncertainties,
including, but not limited to, global economic and political conditions,
financial market conditions, changes in foreign currency exchange rates,
operating interruptions (including, but not limited to, labor disputes, leaks,
fires, explosions, unscheduled downtime, transportation interruptions, war and
terrorist activities), and other risks and uncertainties detailed in our
Securities and Exchange Commission filings. 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. We disclaim any intention or obligation to
update publicly or revise such statements, whether as a result of new
information, future events or otherwise.
Kronos Worldwide, Inc. is a major international producer of titanium dioxide
pigments.