Tronox Incorporated Reports Fourth Quarter and Fiscal 2011 Results
Feb 20, 2012 - Press Releases
Fourth quarter 2011 net sales were
On a non-GAAP basis, fourth quarter adjusted income from operations was
Fourth quarter 2011 net sales of
“
us to produce adjusted EBITDA of
Casey continued, “We continue to believe that TiO2 demand will grow at rates roughly correlated to GDP growth over the long term, and that incremental supply at both the pigment and ore levels of our supply chain will remain limited. We expect revenue and adjusted EBITDA to be higher in 2012 than 2011.”
U.S. GAAP results, in millions of dollars except per share data and percentages |
|||||||||||||
Successor |
Predecessor |
Successor |
Predecessor |
Predecessor |
|||||||||
Three Months Ended |
Three Months Ended |
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
|||||||||
2011 |
2010 |
2011 |
2011 |
2010 |
|||||||||
Net Sales |
$ 382.6 |
$ 325.8 |
$ 1,543.4 |
$ 107.6 |
$ 1,217.6 |
||||||||
Gross Margin |
36.6% |
18.7% |
28.4% |
23.5% |
18.2% |
||||||||
Income from Operations |
$ 99.7 |
$ 52.5 |
$ 301.5 |
$ 19.9 |
$ 209.6 |
||||||||
Operating Margin |
26.1% |
16.1% |
19.5% |
18.5% |
17.2% |
||||||||
Net Income |
$ 66.2 |
$ (39.5) |
$ 241.5 |
$ 631.3 |
$ 5.8 |
||||||||
Diluted net income per share (Predecessor) |
N/A |
N/A |
N/A |
$ 15.25 |
$ 0.14 |
||||||||
Diluted net income per share (Successor) |
$ 4.25 |
$ (0.96) |
$ 15.46 |
N/A |
N/A |
||||||||
Non-GAAP results, in millions of dollars |
|||||||||||||
Successor |
Predecessor |
Successor |
Predecessor |
Predecessor |
|||||||||
Three Months Ended |
Three Months Ended |
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
|||||||||
2011 |
2010 |
2011 |
2011 |
2010 |
|||||||||
Net Sales |
$ 382.6 |
$ 325.8 |
$ 1,543.4 |
$ 107.6 |
$ 1,217.6 |
||||||||
Adjusted Income from Operations |
$ 110.9 |
$ 44.8 |
$ 375.0 |
$ 19.9 |
$ 162.3 |
||||||||
Adjusted Net Income |
$ 77.4 |
$ 30.9 |
$ 314.8 |
$ 17.7 |
$ 98.0 |
||||||||
Adjusted EBITDA |
$ 138.7 |
$ 55.1 |
$ 468.3 |
$ 24.3 |
$ 203.1 |
||||||||
Fiscal 2011 Results
For 2011,
Pigment Segment Results
Fourth Quarter 2011
Pigment sales for the fourth quarter of 2011 were
Company added to its lower than customary inventories and accelerated certain maintenance activities in the fourth quarter.
Fiscal 2011
Pigment sales for fiscal 2011 were
Electrolytic and Other Chemical Products Results
Fourth Quarter 2011
Electrolytic and other chemical products sales for the 2011 fourth quarter decreased
facility in
Fiscal 2011
Net sales for fiscal 2011 were
Corporate and Other
Fourth Quarter
Corporate and other reported an operating loss of
allocated to the business lines.
Fiscal 2011
For fiscal 2011, corporate and other reported a loss of
approximately
Business Outlook
We expect modest growth in the first quarter driven largely by both increased sales volume and average prices compared to the fourth quarter of 2011. In the absence of a major economic disruption in
“We have established relationships with a diversified portfolio of customers. We continue to work with many of our major customers on both commercial and technical innovations that will be mutually beneficial,” said Casey. “We believe that these relationships allowed us to do relatively well in the fourth quarter and will continue to support our progress going forward. We achieved average price increases in each quarter of 2011 and we expect to achieve average price increases both in the first quarter of 2012 and for the full year. In addition, we expect sales volumes to increase in the first quarter over the 2011 fourth quarter, to increase again in the second quarter of 2012, we expect both sales volumes and average prices to be higher in the second half of 2012 than in the first half.”
Casey concluded, “Our combination with Exxaro Mineral Sands will make us the only fully vertically integrated global TIO2 producer in the world, assuring us of feedstock supply and offsetting the substantial feedstock price increases by allowing us to participate in the strong margins at both levels of the supply chain. In fact, we will have approximately 200,000 metric tonnes of feedstock over our consumption requirements. Because we anticipate the titanium feedstock market will remain strong in 2012, we will benefit by being a net seller in this market.”
Fresh-Start Accounting
On
“Successor” refer to
Conference Call/Webcast
the United States
Use of Non-GAAP Financial Information
The non-GAAP and supplemental information provided in this press release is a supplement to, and not a substitute for or superior to, the Company’s financial results presented in accordance with U.S. GAAP. The non-GAAP financial measures presented by the Company may be different than non-GAAP financial measures presented by other companies.
The non-GAAP and supplemental information is provided to enhance the user’s overall understanding of the Company’s operating performance. Specifically, the Company believes the non-GAAP information provides useful measures to investors regarding the Company’s financial performance by excluding certain costs and expenses that the Company believes are not indicative of its core operating results. The presentation of non-GAAP and supplemental information is not meant to be considered in isolation or as a substitute for results prepared and presented in accordance with U.S. GAAP. A reconciliation of each non-GAAP financial measure to the most direct, comparable GAAP financial measure is included below.
About
Forward Looking Statements
Statements in this release that are not historical are forward-looking statements. These forward-looking statements are based upon management’s current beliefs and expectations and are subject to uncertainty and changes in circumstances. The forward-looking statements involve risks that may affect the Company’s operations, markets, products, services, prices and other risk factors as discussed in the Company’s financial statements published on our website and in our filings with the
future developments.
Investor Contact: Michael Smith
Direct: 405-775-5413
E-Mail: Michael.smith@tronox.com
Media Contact: Robert Gibney
Direct: 405-775-5105
E-mail: Robert.gibney@tronox.com
|
||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) |
||||||||||||||
(In millions of dollars, except per share amounts) |
||||||||||||||
Successor |
Predecessor |
Successor |
Predecessor |
Predecessor |
||||||||||
Three Months Ended |
Three Months Ended |
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
||||||||||
2011 |
2010 |
2011 |
2011 |
2010 |
||||||||||
Net sales |
$ 382.6 |
$ 325.8 |
$ 1,543.4 |
$ 107.6 |
$ 1,217.6 |
|||||||||
Cost of goods sold |
(242.4) |
(265.0) |
(1,104.5) |
(82.3) |
(996.1) |
|||||||||
Gross margin |
140.2 |
60.8 |
438.9 |
25.3 |
221.5 |
|||||||||
Selling, general, and administrative expenses |
(40.5) |
(16.0) |
(151.7) |
(5.4) |
(59.2) |
|||||||||
Litigation/arbitration settlement |
– |
– |
9.8 |
– |
– |
|||||||||
Gain on the sale of land |
||||||||||||||
Impairment of long-lived assets |
||||||||||||||
Restructuring charges |
||||||||||||||
Net loss on the deconsoidation of subsidiary |
||||||||||||||
Provision for environmental remediation and restoration, |
||||||||||||||
net of reimbursements |
– |
7.7 |
4.5 |
– |
47.3 |
|||||||||
Income from operations |
99.7 |
52.5 |
301.5 |
19.9 |
209.6 |
|||||||||
Interest and debt expense |
(8.5) |
(10.2) |
(30.0) |
(2.9) |
(49.9) |
|||||||||
Other income (expense) |
(8.1) |
(6.4) |
(9.8) |
1.6 |
(8.3) |
|||||||||
Reorganization income (expense) |
– |
(78.1) |
– |
613.6 |
(144.8) |
|||||||||
Income (loss) from continuing operations before |
83.1 |
(42.2) |
261.7 |
632.2 |
6.6 |
|||||||||
income taxes |
||||||||||||||
Income tax (provision) benefit |
(16.9) |
1.0 |
(20.2) |
(0.7) |
(2.0) |
|||||||||
Income from continuing operations |
66.2 |
(41.2) |
241.5 |
631.5 |
4.6 |
|||||||||
Income (loss) from discontinued operations, net of income |
||||||||||||||
tax benefit of nil, nil, nil, nil, nil and nil, respectively |
– |
1.7 |
– |
(0.2) |
1.2 |
|||||||||
Net Income (Loss) |
$ 66.2 |
$ (39.5) |
$ 241.5 |
$ 631.3 |
$ 5.8 |
|||||||||
Earnings (loss) per share, basic and diluted |
||||||||||||||
Basic— |
||||||||||||||
Continued operations |
$ 4.40 |
$ (1.00) |
$ 16.12 |
$ 15.29 |
$ 0.11 |
|||||||||
Discontinued operations |
– |
0.04 |
– |
(0.01) |
0.03 |
|||||||||
Net income |
$ 4.40 |
$ (0.96) |
$ 16.12 |
$ 15.28 |
$ 0.14 |
|||||||||
Diluted— |
||||||||||||||
Continuing |
$ 4.25 |
$ (1.00) |
$ 15.46 |
$ 15.25 |
$ 0.11 |
|||||||||
Discontinued operations |
– |
0.04 |
– |
– |
0.03 |
|||||||||
Net income |
$ 4.25 |
$ (0.96) |
$ 15.46 |
$ 15.25 |
$ 0.14 |
|||||||||
Dividends declared per common share |
– |
– |
– |
– |
– |
|||||||||
Weighted average shares outstanding: |
||||||||||||||
Basic |
15,052 |
41,235 |
14,981 |
41,311 |
41,232 |
|||||||||
Diluted |
15,570 |
41,235 |
15,619 |
41,399 |
41,383 |
|||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (In millions of dollars) |
||||||||
Successor |
Predecessor |
|||||||
ASSETS |
|
|
||||||
Current Assets |
||||||||
Cash and cash equivalents |
$ 154.0 |
$ 141.7 |
||||||
Accounts receivable: |
||||||||
|
270.9 |
243.8 |
||||||
Related party |
6.9 |
2.7 |
||||||
Inventories |
311.2 |
198.4 |
||||||
Prepaid and other assets |
21.7 |
144.8 |
||||||
Deferred income taxes |
4.3 |
4.3 |
||||||
Total Current Assets |
769.0 |
735.7 |
||||||
Property, Plant, and Equipment, net |
554.5 |
315.5 |
||||||
Intangible Assets, net |
313.3 |
– |
||||||
Other Long-Term Assets |
20.6 |
46.7 |
||||||
Total Assets |
$ 1,657.4 |
$ 1,097.9 |
||||||
LIABILITIES AND STOCKHOLDERS’ EQUITY |
||||||||
Current Liabilities |
||||||||
Accounts payable |
||||||||
Third party |
$ 126.9 |
$ 134.7 |
||||||
Related party |
74.8 |
64.3 |
||||||
Accrued liabilities |
45.7 |
45.7 |
||||||
Long-term debt due within one year |
5.9 |
4.3 |
||||||
Income taxes payable |
27.6 |
3.3 |
||||||
Total Current Liabilities |
280.9 |
252.3 |
||||||
Noncurrent |
||||||||
Long-term debt |
421.4 |
420.7 |
||||||
Pension and postretirement benefits |
142.7 |
107.2 |
||||||
Deferred income taxes |
19.1 |
– |
||||||
Other |
41.0 |
47.4 |
||||||
Total Noncurrent Liabilities |
624.2 |
575.3 |
||||||
Liabilities subject to compromise |
– |
900.3 |
||||||
Stockholders’ Equity |
||||||||
Successor new common stock, par value |
0.1 |
– |
||||||
Class A common stock, par value |
– |
0.2 |
||||||
Class B common stock, par value |
– |
0.2 |
||||||
Capital in excess of par value |
579.2 |
496.2 |
||||||
Retained earnings (accumulated deficit) |
241.5 |
(1,128.2) |
||||||
Accumulated other comprehensive income |
(57.0) |
8.8 |
||||||
Treasury stock, at cost — 94,513 shares and 623,953 shares, |
(11.5) |
(7.2) |
||||||
Total Stockholders’ Equity |
752.3 |
(630.0) |
||||||
Total Liabilities and Stockholders’ Equity |
$ 1,657.4 |
$ 1,097.9 |
||||||
– |
||||||||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) (In millions of dollars) |
||||||||
Successor |
Predecessor |
Predecessor |
||||||
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
||||||
Cash flows from operating activities |
||||||||
Net Income |
$ 241.5 |
$ 631.3 |
$ 5.8 |
|||||
Adjustments to reconcile net income to net cash provided by operating activities — |
||||||||
Depreciation, depletion and amortization |
79.1 |
4.1 |
50.1 |
|||||
Impairments and write-downs of long-lived assets and inventory |
– |
– |
2.5 |
|||||
Deferred income taxes |
3.8 |
0.2 |
(5.1) |
|||||
Provision for environmental remediation and restoration, net of reimbursements |
– |
– |
(48.9) |
|||||
Amortization of debt issuance costs |
0.8 |
0.3 |
9.2 |
|||||
Pension and postretirement healthcare (income) expense |
4.4 |
(0.4) |
(10.5) |
|||||
Gain on liquidation of subsidiary |
(0.2) |
– |
(5.3) |
|||||
Stock compensation expense |
13.8 |
– |
0.5 |
|||||
Other noncash items not affecting net income |
(6.7) |
0.2 |
4.5 |
|||||
Reorganization Items- |
||||||||
Noncash reorganization items |
– |
(636.6) |
97.6 |
|||||
Environmental settlement funding |
– |
(270.0) |
– |
|||||
Claims paid with cash |
– |
(18.6) |
(82.6) |
|||||
Tort settlement funding |
– |
(16.5) |
– |
|||||
Professional and legal fees |
– |
(12.0) |
(51.5) |
|||||
Changes in assets and liabilities- |
||||||||
(Increase) decrease in trade accounts receivable |
(56.0) |
(8.1) |
(11.9) |
|||||
(Increase) decrease in related parties accounts receivable |
(2.0) |
(2.1) |
0.9 |
|||||
(Increase) decrease in inventories |
(64.0) |
(15.3) |
(6.6) |
|||||
(Increase) decrease in prepaids and other assets |
27.7 |
35.4 |
20.2 |
|||||
Increase (decrease) in accounts payable and accrued liabilities |
(38.2) |
23.1 |
83.2 |
|||||
Increase (decrease) in related parties accounts payable |
9.9 |
0.5 |
17.0 |
|||||
Increase (decrease) in taxes payable |
26.0 |
0.4 |
2.3 |
|||||
Other, net |
23.5 |
1.0 |
5.5 |
|||||
Cash provided by (used in) operating activities |
263.4 |
(283.1) |
76.9 |
|||||
Cash flows from investing activities |
||||||||
Capital expenditures |
(132.9) |
(5.5) |
(45.0) |
|||||
Collection of repurchased receivables |
||||||||
Repurchase of securitized receivables |
||||||||
Proceeds from sale of assets |
0.5 |
– |
– |
|||||
Cash used in investing activities |
(132.4) |
(5.5) |
(45.0) |
|||||
Cash flows from financing activities |
||||||||
Reductions of long-term debt |
(44.7) |
– |
(425.0) |
|||||
Proceeds from borrowings |
14.0 |
25.0 |
425.0 |
|||||
Debt issuance costs |
(5.5) |
(2.4) |
(15.4) |
|||||
Proceeds from rights offering |
– |
185.0 |
(16.8) |
|||||
Other equity, net |
1.3 |
|||||||
Cash provided by (used in) financing activities |
(34.9) |
207.6 |
(32.2) |
|||||
Effects of Exchange Rate Changes on Cash and Cash Equivalents |
(3.1) |
0.3 |
(1.3) |
|||||
Net Increase (Decrease) in Cash and Cash Equivalents |
93.0 |
(80.7) |
(1.6) |
|||||
Cash and Cash Equivalents at Beginning of Period |
61.0 |
141.7 |
143.3 |
|||||
Cash and Cash Equivalents at End of Period |
$ 154.0 |
$ 61.0 |
$ 141.7 |
|||||
Use of Non-GAAP Financial Information
To provide investors and others with additional information regarding
The non-GAAP financial measures are provided to enhance the user’s overall understanding of the Company’s operating performance. Specifically, the Company believes the non-GAAP information provides useful measures to investors regarding the Company’s financial performance by excluding certain costs and expenses that the Company believes are not indicative of its core operating results, as well as the impact of fresh-start accounting. The presentation of these non-GAAP financial measures are not meant to be considered in isolation or as a substitute for results or guidance prepared and presented in accordance with U.S. GAAP.
- Adjusted income from operations differs from GAAP income from operations in that it excludes the impact of non-recurring items, fresh-start accounting related adjustments, and other bankruptcy related charges or credits.
- Adjusted net income differs from GAAP net income in that it (i) excludes the impact of non-recurring items, fresh-start accounting related adjustments, and reorganization charges or credits, and (ii) is adjusted for the associated tax impact of all these changes.
- Adjusted EBITDA differs from GAAP net income in that it (i) excludes interest expenses, taxes, depreciation, amortization and stock based compensation charges, and (ii) excludes the impact of non-recurring items, fresh-start accounting related adjustments, and reorganization charges or credits and write-off of financing costs completed prior to emergence from bankruptcy.
Management believes these non-GAAP financial measures:
- Reflect
Tronox ‘s ongoing business in a manner that allows for meaningful period-to-period comparison and analysis of trends inTronox ‘s business, as they exclude expenses that are not reflective of ongoing operating results; - Provide useful information to investors and others in understanding and evaluating
Tronox ‘s operating results and future prospects in the same manner as management and in comparing financial results across accounting periods; - Provide additional view of the operating performance of the Company by adding interest expenses, taxes, depreciation and amortization to the net income. Further adjustments due to fresh-start accounting, and stock based compensation charges attempt to
exclude items that are either non-cash or non-recurring in nature; and - Enable investors to assess the Company’s compliance with financial covenants under its debt instruments
Tronox ‘s term loan has maintenance financial covenants that use EBITDA as part of the measures, e.g. Consolidated Leverage ratio, which is a ratio of Indebtedness to Consolidated EBITDA; and Consolidated Interest Coverage Ratio which is a ratio of Consolidated EBITDA to interest expenses. - In addition, Adjusted EBITDA, excluding restructuring expenses, 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 GAAP and does not purport to be an alternative to measures of our financial performance as determined in
accordance with GAAP, such as net income (loss). Because other companies may calculate EBITDA and Adjusted EBITDA differently than we do, EBITDA may not be, and Adjusted EBITDA as presented in this release is not, comparable to similarly titled measures reported by other companies.
Reconciliation of U.S. GAAP to non-GAAP financial measures |
||||||||||||||
Income from Operations to Adjusted Income from Operations |
||||||||||||||
Successor |
Predecessor |
Successor |
Predecessor |
Predecessor |
||||||||||
Three Months Ended |
Three Months Ended |
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
||||||||||
2011 |
2010 |
2011 |
2011 |
2010 |
||||||||||
(Millions of dollars) |
||||||||||||||
Income from Operations |
$ 99.7 |
$ 52.5 |
$ 301.5 |
$ 19.9 |
$ 209.6 |
|||||||||
Add: fresh start adjustments |
||||||||||||||
Depreciation |
0.2 |
– |
1.4 |
– |
– |
|||||||||
Amortization of intangibles |
6.8 |
– |
25.4 |
– |
– |
|||||||||
Inventory mark-up |
– |
– |
35.5 |
– |
– |
|||||||||
Pension and postretirement |
4.2 |
– |
15.7 |
– |
– |
|||||||||
Less: Provision for environmental remediation and restoration, net of reimbursements |
– |
(7.7) |
(4.5) |
– |
(47.3) |
|||||||||
Adjusted Income from Operations |
$ 110.9 |
$ 44.8 |
$ 375.0 |
$ 19.9 |
$ 162.3 |
|||||||||
Net Income to Adjusted Net Income (1) |
||||||||||||||
Successor |
Predecessor |
Successor |
Predecessor |
Predecessor |
||||||||||
Three Months Ended |
Three Months Ended |
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
||||||||||
2011 |
2010 |
2011 |
2011 |
2010 |
||||||||||
(Millions of dollars) |
||||||||||||||
Net Income |
$ 66.2 |
$ (39.5) |
$ 241.5 |
$ 631.3 |
$ 5.8 |
|||||||||
(Less)/add: fresh start adjustments |
||||||||||||||
Gain on fresh start accounting |
– |
– |
– |
(659.1) |
– |
|||||||||
Depreciation |
0.2 |
– |
1.4 |
– |
– |
|||||||||
Amortization from intangibles |
6.8 |
– |
25.4 |
– |
– |
|||||||||
Inventory mark-up |
– |
– |
35.5 |
– |
– |
|||||||||
Pension and postretirement |
4.2 |
– |
15.7 |
– |
– |
|||||||||
Less: Provision for environmental remediation and restoration, net of reimbursements |
– |
(7.7) |
(4.5) |
– |
(47.3) |
|||||||||
Less: Noncash gain on liquidation of subsidiary |
– |
– |
(0.2) |
– |
(5.3) |
|||||||||
Add: Reorganization expense |
– |
78.1 |
– |
45.5 |
144.8 |
|||||||||
Adjusted Net Income |
$ 77.4 |
$ 30.9 |
$ 314.8 |
$ 17.7 |
$ 98.0 |
|||||||||
Net Income to Adjusted EBITDA |
||||||||||||||
Successor |
Predecessor |
Successor |
Predecessor |
Predecessor |
||||||||||
Three Months Ended |
Three Months Ended |
Eleven Months Ended |
One Month Ended |
Twelve Months Ended |
||||||||||
2011 |
2010 |
2011 |
2011 |
2010 |
||||||||||
(Millions of dollars) |
||||||||||||||
Net income |
$ 66.2 |
$ (39.5) |
$ 241.5 |
$ 631.3 |
$ 5.8 |
|||||||||
Add: Interest |
8.5 |
10.2 |
30.0 |
2.9 |
49.9 |
|||||||||
Add: Taxes |
16.9 |
(1.0) |
20.2 |
0.7 |
2.0 |
|||||||||
Add: Depreciation and amortization |
22.4 |
12.8 |
79.1 |
4.1 |
50.1 |
|||||||||
Add: Reorganization expense |
– |
78.1 |
– |
45.5 |
144.8 |
|||||||||
Less: Gain on fresh-start accounting |
– |
– |
– |
(659.1) |
– |
|||||||||
Less: Noncash gain on liquidation of subsidiary |
– |
– |
(0.2) |
– |
(5.3) |
|||||||||
Less: Provision for environmental remediation and restoration, net of reimbursements |
– |
(7.7) |
(4.5) |
– |
(47.3) |
|||||||||
Less: Litigation settlement |
– |
– |
(9.8) |
– |
– |
|||||||||
Add: Plant closure costs |
– |
(0.2) |
– |
0.1 |
1.3 |
|||||||||
Add: Fresh start inventory mark-up |
– |
– |
35.5 |
– |
– |
|||||||||
Add: Stock based compensation charges |
6.1 |
0.1 |
13.8 |
– |
0.5 |
|||||||||
Add: Foreign currency remeasurement |
5.1 |
7.1 |
7.3 |
(1.3) |
11.8 |
|||||||||
Add: Transaction costs, registration rights penalty and financial statement restatement costs |
3.8 |
– |
39.2 |
– |
– |
|||||||||
Add: Other items |
9.7 |
(4.8) |
16.2 |
0.1 |
(10.5) |
|||||||||
Adjusted EBITDA |
$ 138.7 |
$ 55.1 |
$ 468.3 |
$ 24.3 |
$ 203.1 |
|||||||||
(1) Excludes tax effects due to valuation allowances that were recognized which offset deferred taxes and NOLs in the U.S. |
||||||||||||||
SOURCE
News Provided by Acquire Media