Tronox Reports Fourth Quarter 2018 Financial Results
Feb 27, 2019 - Press ReleasesFourth Quarter Highlights:
- Results demonstrate benefits of vertical integration with strong performance in feedstock and co-products led by zircon
- Revenue of
$429 million down 8 percent from prior year as higher feedstock and co-products selling prices more than offset by lower pigment sales volumes and absence of revenue from Electrolytic business sold inSeptember 2018 ; revenue down 5 percent excluding$14 million of Electrolytic revenue in prior year - Income from operations of
$68 million up 13 percent versus prior year; adjusted EBITDA of$125 million down 7 percent versus prior year (Non-GAAP) - GAAP diluted EPS of
($0.05) ; adjusted diluted EPS of$0.06 (Non-GAAP) - TiO2 income from operations of
$83 million ; TiO2 adjusted EBITDA of$152 million and TiO2 adjusted EBITDA margin of 35 percent (Non-GAAP)
Strategic Developments:
- Proposed remedial transaction documents related to Cristal acquisition submitted to the FTC following the joint motion to delay briefing schedule in the Part 3 administrative proceeding
- Exxaro Mineral Sands Transaction Completion Agreement ensures the orderly sale of Exxaro’s
Tronox shares; includesTronox option to directly repurchase shares Exxaro elects to sell; facilitatesTronox’s ability to purchase Exxaro’s 26 percent ownership interest in Tronox South African subsidiaries - Shareholder meeting scheduled for
March 8, 2019 for the purpose of approving redomiciliation fromAustralia to theUK ; benefits ofUK domicile include greater flexibility in implementing share repurchases, elimination of current dual-class share structure and enhanced protection of our$4.1 billion of NOLs
The Board of Directors declared a quarterly dividend of $0.045 per share payable on March 20, 2019, to shareholders of record of the company’s Class A and Class B ordinary shares at the close of business on March 11, 2019.
- “We once again clearly demonstrated the benefits of our vertical integration in the fourth quarter with strong performance in feedstock and co-products, led by zircon.
- Compared sequentially to the third quarter, pigment selling prices were down 1 percent on a local currency basis while pigment sales volumes were 15 percent lower due to the normal seasonal decline and customer destocking primarily in
Europe andAsia . These results were in line with our expectations. - We anticipate a return to normal demand and inventory levels as this destocking runs its course by mid-year and are purposefully building inventory to meet this anticipated pickup in demand.
- We continued to work constructively with our customers on unique win-win margin stability initiatives that provide the predictability of price and stability of supply that our customers deserve and, at the same time, provide the margin stability necessary that will allow us to consistently reinvest in our business throughout the cycle.
- Our TiO2 adjusted EBITDA margin of 35 percent improved from 34 percent a year ago and 33 percent in the third quarter reflecting the strong commercial performance in feedstock and co-products, led by zircon.
- As a vertically integrated producer in a rising high-grade feedstock price environment, we expect to derive significant and differentiating benefits relative to non-integrated pigment producers.”
- Quinn continued, “In addition to delivering strong operating and financial performance, we also have advanced a number of our strategic initiatives:
- We made significant progress toward consummating the Cristal acquisition as evidenced by the filing by the FTC,
Tronox and Cristal last week of a joint motion to delay the appeals schedule in the Part 3 adjudication. Since then, we have completed negotiations withINEOS Enterprises concerning the proposed remedial transaction involving Cristal’s North American TiO2 business, including its two-plant Ashtabula TiO2 complex, and last week submitted definitive documents to the FTC staff for its review and comment. We will continue to work with the FTC staff with the goal of receiving approval by the FTC Commissioners by the end of the first quarter. - We signed the Mineral Sands Transaction Completion Agreement with
Exxaro Resources . This Agreement ensures the orderly sale of Exxaro’sTronox shares, includes the option for us to directly repurchase shares Exxaro elects to sell, and facilitates our ability to purchase Exxaro’s 26 percent ownership interest in our South African subsidiaries. OnFebruary 15 , we completed the first of the series of transactions contemplated by this agreement with the redemption of Exxaro’s 26 percent ownership interest in Tronox Sands, aU.K. limited liability partnership. This redemption will improve our overall capital structure and free up cash inSouth Africa that will enable us to pay down term debt in the U.S. - We progressed with our planned redomiciliation to the
UK fromAustralia when the Australian court approved our definitive proxy materials, mailed those materials to our shareholders in advance of theMarch 8 th special shareholder meeting, and discussed the benefits of redomiciling directly with a number of our large shareholders. Among the numerous benefits ofUK domicile are greater flexibility in implementing share repurchases, elimination of our current dual-class share structure and enhanced protection of our$4.1 billion of NOLs.”
Fourth Quarter 2018
Tronox TiO2
Revenue of
Titanium feedstock and co-products sales of
Compared sequentially to the third quarter 2018, TiO2 revenue of
Titanium feedstock and co-products sales of
TiO2 adjusted EBITDA of
Consolidated
Selling, general and administrative expenses were
Webcast Conference Call
Internet Broadcast: tronox.com
Dial-in Telephone Numbers:
U.S. /
International: +1.224.633.1393
Conference ID: 5061369
Conference Call Presentation Slides will be used during the conference call and are available on our website: tronox.com
Conference Call Replay: Available via the internet and telephone beginning on
Internet Replay:tronox.com
U.S. /
International: +1.404.537.3406
Conference ID: 5061369
Upcoming Conferences and Investor Meetings
During the first half of 2019 a member of management is scheduled to present at the following conferences and hold investor meetings in the following cities:
- Investor Meetings,
Fermium Research ,New York ,March 26, 2019 Tronox Investor Conference ,New York ,May 30, 2019 Deutsche Bank Global Industrial & Materials Summit ,Chicago ,June 6, 2019 Barclays High Yield Conference ,Colorado Springs, CO ,June 6-7, 2019 Vertical Research Partners Materials Conference ,New York ,June 18, 2019 Citi Leveraged Finance Conference ,Park City, UT ,June 19-21, 2019 BMO Capital Markets Chemicals & Materials Conference ,New York ,June 27, 2019
Accompanying conference and meeting materials will be available at http://investor.tronox.com
About
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.
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
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.
Use of Non-U.S. GAAP Financial Information
To provide investors and others with additional information regarding
Management believes these non-U.S. GAAP financial measures:
Reflect Tronox Limited’s ongoing business in a manner that allows for meaningful period-to-period comparison and analysis of trends in its business, as they exclude income and expense that are not reflective of ongoing operating results;- Provide useful information to investors and others in understanding and evaluating
Tronox Limited’s operating results and future prospects; - Provide an additional view of the operating performance of the company by adding interest expense & income, income taxes, depreciation, depletion and amortization to the net income. Further adjustments due to gain (loss) on extinguishment of debt, stock-based compensation charges, transaction costs associated with acquisitions, foreign currency re-measurements, impairments, settlements of pension and postretirement plans, impacts of tax settlements on non-income related taxes, severance expense, and noncash pension and postretirement expense and accretion expense are made to exclude items that are either non-cash or unusual in nature;
- Adjusted EBITDA is one of the primary measures management uses for planning and budgeting processes and to monitor and evaluate financial and operating results. Adjusted EBITDA is not a recognized term under U.S. GAAP and does not purport to be an alternative to measures of our financial performance as determined in accordance with U.S. GAAP, such as net income (loss). Because other companies may calculate EBITDA and Adjusted EBITDA differently than
Tronox , EBITDA may not be, and Adjusted EBITDA as presented in this release is not, comparable to similarly titled measures reported by other companies, and - We believe that the non-U.S. GAAP financial measure “Adjusted net income (loss) attributable to
Tronox Limited ” and its presentation on a per share basis provide useful information about our operating results to investors and securities analysts. We also believe that excluding the effects of these items from operating results allows management and investors to compare more easily the financial performance of our underlying businesses from period to period.
Media Contact:
Investor Contact:
TRONOX LIMITED |
|||||||||
CONSOLIDATED STATEMENTS OF OPERATIONS (U.S. GAAP) |
|||||||||
(UNAUDITED) |
|||||||||
(Millions of U.S. dollars, except share and per share data) |
|||||||||
Three months Ended |
Year Ended |
||||||||
2018 |
2017 |
2018 |
2017 |
||||||
Net sales |
$ 429 |
$ 464 |
$ 1,819 |
$ 1,698 |
|||||
Cost of goods sold |
311 |
339 |
1,321 |
1,309 |
|||||
Gross profit |
118 |
125 |
498 |
389 |
|||||
Selling, general, and administrative expenses |
50 |
65 |
267 |
249 |
|||||
Restructuring |
– |
– |
– |
(1) |
|||||
Impairment loss |
– |
– |
31 |
– |
|||||
Income from operations |
68 |
60 |
200 |
141 |
|||||
Interest expense |
(49) |
(48) |
(193) |
(188) |
|||||
Interest income |
10 |
5 |
33 |
10 |
|||||
Loss on extinguishment of debt |
– |
– |
(30) |
(28) |
|||||
Other income (expense), net |
6 |
(19) |
33 |
(22) |
|||||
Income (loss) from continuing operations before income taxes |
35 |
(2) |
43 |
(87) |
|||||
Income tax (provision) benefit |
(29) |
4 |
(13) |
(6) |
|||||
Net income (loss) from continuing operations |
6 |
2 |
30 |
(93) |
|||||
Loss from discontinued operations, net of tax |
– |
– |
– |
(179) |
|||||
Net income (loss) |
6 |
2 |
30 |
(272) |
|||||
Net income attributable to noncontrolling interest |
11 |
2 |
37 |
13 |
|||||
Net loss attributable to Tronox Limited |
$ (5) |
$ – |
$ (7) |
$ (285) |
|||||
Net loss per share, basic and diluted: |
|||||||||
Continuing operations |
$ (0.05) |
– |
$ (0.06) |
$ (0.89) |
|||||
Discontinued operations |
$ – |
– |
$ – |
$ (1.50) |
|||||
Net loss per share, basic and diluted |
$ (0.05) |
$ – |
$ (0.06) |
$ (2.39) |
|||||
Weighted average shares outstanding, basic (in thousands) |
123,079 |
120,939 |
122,881 |
119,502 |
|||||
Weighted average shares outstanding, diluted (in thousands) |
123,079 |
120,939 |
122,881 |
119,502 |
|||||
Other Operating Data: |
|||||||||
$ 34 |
$ 28 |
$ 117 |
$ 91 |
||||||
$ 50 |
$ 46 |
$ 195 |
$ 182 |
TRONOX LIMITED |
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RECONCILIATION OF NON-U.S. GAAP FINANCIAL MEASURES |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars, except share and per share data) |
||||||||
RECONCILIATION OF NET INCOME (LOSS) |
||||||||
ATTRIBUTABLE TO TRONOX LIMITED (U.S. GAAP) |
||||||||
TO ADJUSTED NET INCOME (LOSS) FROM CONTINUING OPERATIONS |
||||||||
ATTRIBUTABLE TO TRONOX LIMITED (NON-U.S. GAAP) |
||||||||
Three Months Ended |
Year Ended |
|||||||
2018 |
2017 |
2018 |
2017 |
|||||
Net loss attributable to Tronox Limited (U.S. GAAP) |
$ (5) |
$ – |
$ (7) |
$ (285) |
||||
Loss from discontinued operations, net of tax (U.S. GAAP) |
– |
– |
– |
(179) |
||||
Net loss from continuing operations attributable to Tronox Limited (U.S. GAAP) |
$ (5) |
$ – |
$ (7) |
$ (106) |
||||
Impairment loss (a) |
– |
– |
31 |
– |
||||
Transaction costs (b) |
7 |
15 |
66 |
48 |
||||
Restructuring (c) |
– |
– |
– |
(1) |
||||
Tax valuation allowance reversal (d) |
– |
– |
(48) |
– |
||||
Share-based compensation modification (e) |
– |
– |
(6) |
– |
||||
Settlement gain (f) |
– |
– |
(3) |
– |
||||
Loss on extinguishment of debt (g) |
– |
– |
30 |
28 |
||||
Reversal of accrual related to tax settlement (h) |
(11) |
– |
(11) |
– |
||||
Income tax settlement for prior years (i) |
11 |
– |
11 |
– |
||||
Income tax expense- deferred tax assets (j) |
6 |
– |
6 |
– |
||||
Adjusted net income (loss) from continuing operations attributable to Tronox Limited (non-U.S. GAAP) |
$ 8 |
$ 15 |
$ 69 |
$ (31) |
||||
Diluted net loss per share from continuing operations (U.S. GAAP) |
$ (0.05) |
$ – |
$ (0.06) |
$ (0.89) |
||||
Impairment loss, per share |
– |
– |
0.25 |
– |
||||
Transaction costs, per share |
0.06 |
0.12 |
0.53 |
0.40 |
||||
Restructuring, per share |
– |
– |
– |
(0.01) |
||||
Tax valuation allowance reversal |
– |
– |
(0.38) |
– |
||||
Share-based compensation modification |
– |
– |
(0.05) |
– |
||||
Settlement gain |
– |
– |
(0.02) |
– |
||||
Loss on debt extinguishment, per share |
– |
– |
0.24 |
0.23 |
||||
Reversal of accrual related to tax settlement |
(0.09) |
– |
(0.09) |
– |
||||
Income tax settlement for prior years |
0.09 |
– |
0.09 |
– |
||||
Income tax expense- deferred tax assets |
0.05 |
– |
0.05 |
– |
||||
Diluted adjusted net income (loss) from continuing operations per share attributable to Tronox Limited (non-U.S. GAAP) |
$ 0.06 |
$ 0.12 |
$ 0.56 |
$ (0.27) |
||||
Weighted average shares outstanding, diluted (in thousands) |
125,134 |
126,113 |
125,279 |
119,502 |
(a) Represents a charge for the impairment and loss on sale of the assets of our Tronox Electrolytic Operations which was recorded in “Impairment loss” in the unaudited Consolidated Statements of Operations. |
||||||||
(b) Represents transaction costs primarily associated with the Cristal Transaction which were recorded in “Selling, general and administrative expenses” in the unaudited Consolidated Statements of Operations. |
||||||||
(c) Represents the reversal of restructuring expense pursuant to the settlement of claims previously filed relating to a prior restructure which was recorded in “Restructuring” in the unaudited Consolidated Statements of Operations. |
||||||||
(d) Represents the reversal of the tax valuation allowance attributable to our operating subsidiary in the Netherlands. |
||||||||
(e) Represents the reversal of previously recorded expense related to the modification of the Integration Incentive Award. |
||||||||
(f) Represents settlement gain related to the former U.S. postretirement medical plan. |
||||||||
(g) 2018 amount represents the loss in connection with the redemption of senior notes, including a call premium of $22 million. 2017 amount represents the loss associated with the redemption of the outstanding balance of senior notes, repayment of a Revolver, and debt issuance costs from the refinancing activities associated with the term loans. |
||||||||
(h) Represents the reversal of an accrual as a result of a tax settlement. |
||||||||
(i) Represents a charge to tax expense for the settlement of prior year tax returns with a foreign tax authority. |
||||||||
(j) Represents a charge to tax expense for the impact on deferred tax assets from a change in tax rates in a foreign tax jurisdiction. |
TRONOX LIMITED |
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CONSOLIDATED BALANCE SHEETS |
||||||||||
(UNAUDITED) |
||||||||||
(Millions of U.S. dollars, except share and per share data) |
||||||||||
December 31, |
December 31 |
|||||||||
ASSETS |
2018 |
2017 |
||||||||
Current Assets |
||||||||||
Cash and cash equivalents |
$ 1,034 |
$ 1,116 |
||||||||
Restricted cash |
662 |
653 |
||||||||
Accounts receivable (net of allowance of less than $1 in 2018 and $1 in 2017) |
317 |
328 |
||||||||
Inventories, net |
479 |
473 |
||||||||
Prepaid and other assets |
50 |
61 |
||||||||
Income taxes receivable |
2 |
8 |
||||||||
Total current assets |
2,544 |
2,639 |
||||||||
Noncurrent Assets |
||||||||||
Property, plant and equipment, net |
1,004 |
1,115 |
||||||||
Mineral leaseholds, net |
796 |
885 |
||||||||
Intangible assets, net |
176 |
198 |
||||||||
Inventories, net |
– |
3 |
||||||||
Deferred tax assets |
37 |
1 |
||||||||
Other long-term assets |
85 |
23 |
||||||||
Total assets |
$ 4,642 |
$ 4,864 |
||||||||
LIABILITIES AND EQUITY |
||||||||||
Current Liabilities |
||||||||||
Accounts payable |
$ 133 |
$ 165 |
||||||||
Accrued liabilities |
140 |
163 |
||||||||
Long-term debt due within one year |
22 |
22 |
||||||||
Income taxes payable |
5 |
3 |
||||||||
Total current liabilities |
300 |
353 |
||||||||
Noncurrent Liabilities |
||||||||||
Long-term debt, net |
3,139 |
3,125 |
||||||||
Pension and postretirement healthcare benefits |
93 |
103 |
||||||||
Asset retirement obligations |
68 |
79 |
||||||||
Long-term deferred tax liabilities |
163 |
171 |
||||||||
Other long-term liabilities |
17 |
18 |
||||||||
Total liabilities |
3,780 |
3,849 |
||||||||
Commitments and Contingencies |
||||||||||
Shareholders’ Equity |
||||||||||
Tronox Limited Class A ordinary shares, par value $0.01 â 94,286,021 shares issued and 94,204,565 shares outstanding at December 31, 2018 and 92,717,935 shares issued and 92,541,463 shares outstanding at December 31, 2017 |
1 |
1 |
||||||||
Tronox Limited Class B ordinary shares, par value $0.01 â 28,729,280 shares issued and outstanding at December 31, 2018 and December 31, 2017. |
– |
– |
||||||||
Capital in excess of par value |
1,579 |
1,558 |
||||||||
Accumulated deficit |
(357) |
(327) |
||||||||
Accumulated other comprehensive loss |
(540) |
(403) |
||||||||
Total Tronox Limited shareholders’ equity |
683 |
829 |
||||||||
Noncontrolling interest |
179 |
186 |
||||||||
Total equity |
862 |
1,015 |
||||||||
Total liabilities and equity |
$ 4,642 |
$ 4,864 |
TRONOX LIMITED |
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CONSOLIDATED STATEMENTS OF CASH FLOWS |
|||
(UNAUDITED) |
|||
(Millions of U.S. dollars) |
|||
Year Ended December 31, |
|||
2018 |
2017 |
||
Cash Flows from Operating Activities: |
|||
Net income (loss) |
$ 30 |
$ (272) |
|
Loss from discontinued operations, net of tax |
– |
(179) |
|
Net income (loss) from continuing operations |
$ 30 |
$ (93) |
|
Adjustments to reconcile net income (loss) from continuing operations to net cash provided by operating activities, continuing operations: |
|||
Depreciation, depletion and amortization |
195 |
182 |
|
Deferred income taxes |
(21) |
2 |
|
Share-based compensation expense |
21 |
31 |
|
Amortization of deferred debt issuance costs and discount on debt |
11 |
15 |
|
Loss on extinguishment of debt |
30 |
28 |
|
Impairment loss |
31 |
– |
|
Other non-cash affecting net income (loss) |
(9) |
34 |
|
Changes in assets and liabilities: |
|||
Increase in accounts receivable, net |
(11) |
(50) |
|
(Increase) decrease in inventories, net |
(47) |
57 |
|
Decrease (increase) in prepaid and other assets |
4 |
(20) |
|
(Decrease) increase in accounts payable and accrued liabilities |
(51) |
7 |
|
Net changes in income tax payables and receivables |
10 |
(7) |
|
Changes in other non-current assets and liabilities |
(23) |
(21) |
|
Cash provided by operating activities – continuing operations |
170 |
165 |
|
Cash Flows from Investing Activities: |
|||
Capital expenditures |
(117) |
(91) |
|
Proceeds from the sale of businesses |
6 |
1,325 |
|
Loans |
(64) |
– |
|
Proceeds from the sale of assets |
1 |
– |
|
Cash (used in) provided by investing activities – continuing operations |
(174) |
1,234 |
|
Cash Flows from Financing Activities: |
|||
Repayments of short-term debt |
– |
(150) |
|
Repayments of long-term debt |
(606) |
(2,342) |
|
Proceeds from long-term debt |
615 |
2,589 |
|
Debt issuance costs |
(10) |
(37) |
|
Call premium paid |
(22) |
(14) |
|
Dividends paid |
(23) |
(23) |
|
Restricted stock and performance-based shares settled in cash for taxes |
(6) |
(12) |
|
Proceeds from the exercise of warrants and options |
6 |
13 |
|
Cash (used in) provided by financing activities – continuing operations |
(46) |
24 |
|
Discontinued Operations: |
|||
Cash provided by operating activities |
– |
107 |
|
Cash used in investing activities |
– |
(25) |
|
Net cash flows provided by discontinued operations |
– |
82 |
|
Effects of exchange rate changes on cash, cash equivalents and restricted cash |
(23) |
13 |
|
Net (decrease) increase in cash and cash equivalents and restricted cash |
(73) |
1,518 |
|
Cash and cash equivalents and restricted cash at beginning of period |
1,769 |
251 |
|
Cash and cash equivalents and restricted cash at end of period – continuing operations |
$1,696 |
$1,769 |
TRONOX LIMITED |
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RECONCILIATION OF NET INCOME (LOSS) TO EBITDA AND ADJUSTED EBITDA (NON-U.S. GAAP) |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars) |
||||||||
Three Months Ended |
Year Ended |
|||||||
2018 |
2017 |
2018 |
2017 |
|||||
Net income (loss) (U.S. GAAP) |
$ 6 |
$ 2 |
$ 30 |
$(272) |
||||
Income from discontinued operations, net of tax (U.S. GAAP) |
– |
– |
– |
(179) |
||||
Net income (loss) from continuing operations (U.S. GAAP) |
6 |
2 |
30 |
(93) |
||||
Interest expense |
49 |
48 |
193 |
188 |
||||
Interest income |
(10) |
(5) |
(33) |
(10) |
||||
Income tax provision (benefit) |
29 |
(4) |
13 |
6 |
||||
Depreciation, depletion and amortization expense |
50 |
46 |
195 |
182 |
||||
EBITDA (non-U.S. GAAP) |
124 |
87 |
398 |
273 |
||||
Transaction costs (a) |
7 |
15 |
66 |
48 |
||||
Share-based compensation (b) |
5 |
5 |
21 |
31 |
||||
Restructuring (c) |
– |
– |
– |
(1) |
||||
Loss on extinguishment of debt (d) |
– |
– |
30 |
28 |
||||
Foreign currency remeasurement (gain) loss (e) |
(1) |
24 |
(29) |
25 |
||||
Impairment loss (f) |
– |
– |
31 |
– |
||||
Settlement gain (g) |
– |
– |
(3) |
– |
||||
Reversal of accrual related to tax settlement (h) |
(11) |
– |
(11) |
– |
||||
Other items (i) |
1 |
4 |
10 |
16 |
||||
Adjusted EBITDA (non-U.S. GAAP) |
$125 |
$135 |
$513 |
$ 420 |
(a) |
Represents transaction costs associated with the Cristal Transaction which were recorded in “Selling, general and administrative expenses” in the unaudited Consolidated Statements of Operations. |
|||||||
(b) |
Represents non-cash share-based compensation. |
|||||||
(c) |
Represents the reversal of restructuring expense pursuant to the settlement of claims previously filed relating to a prior restructure which was recorded in “Restructuring ” in the unaudited Consolidated Statements of Operations. |
|||||||
(d) |
2018 amount represents the $30 million loss in connection with the redemption of senior notes, including a call premium of $22 million. 2017 amount represents the $28 million loss, which includes a $22 million loss associated with the redemption of the outstanding balance of senior notes, $1 million of unamortized original debt issuance costs from the repayment of a Revolver, and $5 million of debt issuance costs from the refinancing activities associated with the term loans. |
|||||||
(e) |
Represents foreign currency remeasurement related to third-party unrealized gains and losses and intercompany realized and unrealized gains and losses , which is included in “Other income (expense), net” in the unaudited Consolidated Statements of Operations. |
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(f) |
Represents a charge for the impairment and loss on sale of the assets of our Tronox Electrolytic Operations which was recorded in “Impairment loss” in the unaudited Consolidated Statements of Operations |
|||||||
(g) |
Represents settlement gain related to the former U.S. postretirement medical plan. |
|||||||
(h) |
Represents the reversal of an accrual as a result of a tax settlement. |
|||||||
(i) |
Includes noncash pension and postretirement costs, accretion expense, severance expense and other items included in “Selling general and administrative expenses” and “Cost of goods sold” in the unaudited Consolidated Statements of Operations. |
TRONOX LIMITED |
||||||||
SEGMENT INFORMATION |
||||||||
REVENUE, OPERATING INCOME, ADJUSTED EBITDA (NON-U.S. GAAP) |
||||||||
AND |
||||||||
FREE CASH FLOW (NON-U.S. GAAP) |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars) |
||||||||
The following tables reconciles net sales and sales growth excluding Electrolytic: |
||||||||
Three Months Ended |
||||||||
2018 |
2017 |
% variance |
||||||
Net sales |
$ 429 |
$ 464 |
-8% |
|||||
Electrolytic sales |
– |
(14) |
-100% |
|||||
Net sales, excluding Electrolytic sales |
$ 429 |
$ 450 |
-5% |
|||||
Three Months Ended |
||||||||
December 31, 2018 |
September 30, 2018 |
% variance |
||||||
Net sales |
$ 429 |
$ 456 |
-6% |
|||||
Electrolytic sales |
– |
(10) |
-100% |
|||||
Net sales, excluding Electrolytic sales |
$ 429 |
$ 446 |
-4% |
|||||
The following table reconciles income from operations: |
||||||||
Three Months Ended |
Year Ended |
|||||||
2018 |
2017 |
2018 |
2017 |
|||||
TiO2segment |
$ 83 |
$ 94 |
$ 323 |
262 |
||||
Unallocated Corporate |
(15) |
(34) |
(123) |
(121) |
||||
Income from operations (U.S. GAAP) |
$ 68 |
$ 60 |
$ 200 |
141 |
||||
The following table provides Adjusted EBITDA for TiO2segment and Corporate for the periods presented: |
||||||||
Three Months Ended |
Year Ended |
|||||||
2018 |
2017 |
2018 |
2017 |
|||||
TiO2segment |
$ 152 |
$ 156 |
$ 609 |
$ 500 |
||||
Unallocated Corporate |
(27) |
(21) |
(96) |
(80) |
||||
Adjusted EBITDA (non-U.S. GAAP) |
$ 125 |
$ 135 |
$ 513 |
$ 420 |
||||
Adjusted EBITDA as a % of Net Sales (non-U.S. GAAP) |
29% |
29% |
28% |
25% |
||||
Adjusted TiO2EBITDA as a % of Net Sales (non-U.S. GAAP) |
35% |
34% |
33% |
29% |
||||
The following table provides a reconciliation of TiO2income from operations to Adjusted EBITDA for our TiO2segment: |
||||||||
Three Months Ended |
Year Ended |
|||||||
2018 |
2017 |
2018 |
2017 |
|||||
TiO2segment operating income (1) |
$ 83 |
$ 94 |
$ 323 |
$ 262 |
||||
Depreciation, depletion and amortization expense |
48 |
45 |
188 |
177 |
||||
Other income (expense), net |
12 |
(17) |
44 |
(36) |
||||
TiO2EBITDA (non-U.S. GAAP) |
143 |
122 |
555 |
403 |
||||
Allocated corporate expenses |
12 |
10 |
51 |
38 |
||||
Share-based compensation |
1 |
3 |
8 |
11 |
||||
Foreign currency remeasurement (gain) loss |
(7) |
19 |
(45) |
39 |
||||
Impairment loss |
– |
– |
31 |
– |
||||
Other items (2) |
3 |
2 |
9 |
9 |
||||
Adjusted TiO2EBITDA (non-U.S. GAAP) |
$ 152 |
$ 156 |
$ 609 |
$ 500 |
(1) TiO2segment operating income includes an allocation of costs managed by Corporate. |
||||||||
(2) Other items added back to TiO2EBITDA includes accretion expense, asset write-offs and noncash pension and postretirement costs. |
The following table reconciles Cash provided by (used in) operating activities, continuing operations, the comparable measure for segment reporting under U.S. GAAP, to free cash flow by segment for the periods presented: |
||||||||
Three Months Ended |
Year Ended |
|||||||
TiO2 |
Corporate |
Consolidated |
TiO2 |
Corporate |
Consolidated |
|||
Cash provided by (used in) operating activities, continuing operations |
$ 124 |
$ (97) |
$ 27 |
$ 471 |
$ (301) |
$ 170 |
||
Capital expenditures |
(34) |
– |
(34) |
(116) |
(1) |
(117) |
||
Free cash flow (non-U.S. GAAP) |
$ 90 |
$ (97) |
$ (7) |
$ 355 |
$ (302) |
$ 53 |
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