Tronox Reports Third Quarter 2013 Financial Results
Nov 6, 2013 - Press Releases
diluted share, in the third quarter 2012 and an adjusted net loss of
(Logo: http://photos.prnewswire.com/prnh/20131106/DA11850LOGO)
Third Quarter 2013 Highlights:
- Revenue of
$491 million ; adjusted EBITDA of$92 million ; adjusted diluted EPS attributable toTronox Limited of ($0.48 ) - Mineral Sands segment revenue of
$245 million ; adjusted EBITDA of$95 million - Pigment segment revenue of
$300 million ; adjusted EBITDA of($3) million - Board declared quarterly dividend of
$0.25 per share payable onDecember 3, 2013 to shareholders of record of company’s Class A and Class B ordinary shares at close of business onNovember 18, 2013
U.S. housing, Asian infrastructure spending and more stability in European markets should continue to keep demand firm.”
Casey continued: “We are pursuing a disciplined approach to growth and see ourselves as an advantaged consolidator in the global pigment industry. We bring synergies as would any other strategic buyer. In addition, we bring what we estimate could be more than
dividend yielding an attractive return, while at the same time evaluate ways to expand our scale relative to the market. We remain very confident in the long-term value creation potential of our business and are committed to deliver that value to our shareholders.”
Third Quarter 2013 Results
Mineral Sands
Mineral Sands segment revenue of
and in line with production volumes, 54 percent lower than record shipments in the second quarter, while selling prices were 1 percent lower.
Mineral Sands segment operating income of
Pigment
Pigment segment revenue of
Pigment segment operating income was
the average plant utilization rate increased.
Corporate and Other
Revenue in Corporate and Other, which includes our electrolytic manufacturing business, was
Consolidated
Selling, general and administrative expenses for the company in the third quarter were
Third Quarter 2013 Conference Call and Webcast
Internet Broadcast: https://www.tronox.com/
Dial-in telephone numbers:
U.S. /
International: +1.253.237.1184
Conference ID: 83214226
Conference Call Presentation Slides: will be used during the conference call and are available on our website at https://www.tronox.com/
Webcast Conference Call Replay: available via the Internet and telephone beginning on
Internet Replay: www.tronox.com
Dial-in telephone numbers:
U.S. /
International: +1.404.537.3406
Conference ID: 83214226
About
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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 are based upon management’s current beliefs and expectations and are subject to uncertainty and changes in circumstances and contain words such as “believe,” “intended,” “expect,” and “anticipate” and include statements about expectations for future results including revenues. The forward-looking statements involve risks that may affect the company’s operations, markets, products, services, prices and other risk factors discussed in the company’s filings with the
uncertainties may relate to, but are not limited to, our ability to integrate the recently acquired mineral sands business including achieving the expected cost savings; financial, economic, competitive, environmental, political, legal regulatory and technological factors including, our access to unrestricted cash, compliance with our bank facility covenants, the price of our shares, general market conditions, our customers potentially reducing their demand for our products due to, among other things, the economic downturn, more competitive pricing from our competitors, increased supply from our competitors; operating efficiencies and other benefits expected. Unless otherwise required by applicable laws, the company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information or future developments.
Use of Non-U.S. GAAP Financial Information
To provide investors and others with additional information regarding
that the company believes are not indicative of its core operating results. The presentation of these non-U.S. 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. A reconciliation of the non-U.S. GAAP financial measures to U.S. GAAP results is included herein.
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 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, depletion and amortization to the net income. Further adjustments due to purchase price accounting and stock-based compensation charges attempt to exclude items that are either non-cash or non-recurring in nature;
- Enable investors to assess the company’s compliance with financial covenants under its debt instruments. Certain debt instruments have financial covenants that use Adjusted EBITDA as part of their compliance measures, e.g., consolidated leverage ratio, which is a ratio of indebtedness to consolidated Adjusted EBITDA; and consolidated interest coverage ratio which is a ratio of consolidated Adjusted EBITDA to interest expenses; and
- In addition, 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
Segment Information
The company has two reportable operating segments, Mineral Sands and Pigment. The Mineral Sands segment includes the exploration, mining and beneficiation of mineral sands deposits, as well as heavy mineral production. These operations produce titanium feedstock, including ilmenite, chloride slag, slag fines, synthetic rutile and natural rutile, as well as co-products pig iron and zircon. The Pigment segment primarily produces and markets TiO2, and has production facilities in
located in
Segment performance is evaluated based on segment income/(loss) from operations, which represents the results of segment operations before unallocated costs, such as general corporate expenses not identified to a specific segment, environmental provisions, net of reimbursements, related to sites no longer in operation, interest expense, other income (expense) and income tax expense or benefit.
Media Contact:
Investor Contact:
|
||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars, except share and per share data) |
||||||||
Three Months Ended |
Nine Months Ended |
|||||||
2013 |
2012 |
2013 |
2012 |
|||||
Net Sales |
$ 491 |
$ 487 |
$ 1,486 |
|
||||
Cost of goods sold |
437 |
444 |
1,350 |
1,025 |
||||
Gross Margin |
54 |
43 |
136 |
325 |
||||
Selling, general, and administrative expenses |
45 |
60 |
137 |
207 |
||||
Income (Loss) from Operations |
9 |
(17) |
(1) |
118 |
||||
Interest and debt expense |
(32) |
(18) |
(94) |
(40) |
||||
Other income (expense) |
(10) |
– |
18 |
(4) |
||||
Gain on bargain purchase |
– |
– |
– |
1,055 |
||||
Income (Loss) before Income Taxes |
(33) |
(35) |
(77) |
1,129 |
||||
Income tax benefit (provision) |
(8) |
34 |
(10) |
100 |
||||
Net Income (Loss) |
$ (41) |
$ (1) |
$ (87) |
|
||||
Net Income attributable to noncontrolling interest |
8 |
2 |
32 |
2 |
||||
Net Income (Loss) attributable to |
$ (49) |
$ (3) |
$ (119) |
|
||||
Income (Loss) per share, Basic and Diluted: |
||||||||
Basic |
$ (0.43) |
$ 0.03 |
$ (1.05) |
|
||||
Diluted |
$ (0.43) |
$ 0.03 |
$ (1.05) |
|
||||
Weighted Average Shares Outstanding (in thousands): |
||||||||
Basic |
113,459 |
122,352 |
113,389 |
94,193 |
||||
Diluted |
113,459 |
122,352 |
113,389 |
96,903 |
||||
Other Operating Data: |
||||||||
Capital expenditures |
$ 25 |
$ 43 |
$ 104 |
$ 91 |
||||
Depreciation and amortization expense |
$ 92 |
$ 71 |
$ 238 |
$ 124 |
|
|||||||||
SCHEDULE OF ADJUSTED EARNINGS (NON-U.S. GAAP)* |
|||||||||
(UNAUDITED) |
|||||||||
(Millions of U.S. dollars, except share and per share data) |
|||||||||
Three Months Ended |
Nine Months Ended |
||||||||
2013 |
2012 |
2013 |
2012 |
||||||
Net Sales |
$ 491 |
$ 487 |
$ 1,486 |
|
|||||
Cost of goods sold |
461 |
380 |
1,368 |
940 |
|||||
Gross Margin |
30 |
107 |
118 |
410 |
|||||
Selling, general, and administrative expenses |
45 |
48 |
137 |
113 |
|||||
Adjusted Income (Loss) from Operations |
(15) |
59 |
(19) |
297 |
|||||
Interest and debt expense |
(32) |
(18) |
(94) |
(40) |
|||||
Other income (expense) |
– |
– |
28 |
(5) |
|||||
Adjusted Income (Loss) before Income Taxes |
(47) |
41 |
(85) |
252 |
|||||
Income tax (provision) benefit |
(1) |
(15) |
(5) |
(33) |
|||||
Adjusted Net Income (Loss) |
(48) |
26 |
(90) |
219 |
|||||
Income attributable to noncontrolling interest |
7 |
2 |
31 |
2 |
|||||
Adjusted Net Income (Loss) attributable to |
|||||||||
Tronox Limited Shareholders (Non-U.S. GAAP)* |
$ (55) |
$ 24 |
$ (121) |
$ 217 |
|||||
Diluted adjusted after-tax Income (Loss) per share, |
|||||||||
attributable to Tronox Limited Shareholders |
$ (0.48) |
$ 0.20 |
$ (1.07) |
$ 2.24 |
|||||
Weighted average number of shares used in diluted adjusted after-tax |
|||||||||
Income (Loss) per share (in thousands) |
113,459 |
122,352 |
113,389 |
96,903 |
|||||
* The Company believes that the non-U.S. GAAP financial measure “Adjusted after-tax Income (Loss) Attributable to Tronox Limited Shareholders”, and its presentation on a per share basis, provides useful information about the Company’s operating results to investor and securities analysts. Adjusted earnings excludes the effects of liquidation of subsidiaries and the effects related to the acquisition of the mineral sands business including certain tax related adjustments. The Company also believes that excluding the effects of these items from operating results allows management and investors to compare more easily the financial performance of its underlying businesses from period to period. Additionally, the above schedule is presented in a format which reflects the manner in which we manage our business and is not in accordance with U.S. |
|
||||||||
RECONCILIATION OF NON-U.S. GAAP FINANCIAL MEASURES |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars, except share and per share data) |
||||||||
RECONCILIATION OF NET INCOME |
||||||||
ATTRIBUTABLE TO TRONOX LIMITED SHAREHOLDERS (U.S. GAAP) |
||||||||
TO ADJUSTED AFTER-TAX INCOME (LOSS) |
||||||||
ATTRIBUTABLE TO TRONOX LIMITED SHAREHOLDERS (NON-U.S. GAAP) |
||||||||
Three Months Ended |
Nine Months Ended |
|||||||
2013 |
2012 |
2013 |
2012 |
|||||
Net income (loss) attributable to Tronox Limited Shareholders (U.S. GAAP) |
$ (49) |
$ (3) |
$ (119) |
|
||||
Acquisition related income and expense (a) |
(24) |
76 |
(18) |
(898) |
||||
Nonoperating one-time stock compensation charges (b) |
– |
– |
– |
21 |
||||
Liquidation of subsidiary |
10 |
– |
10 |
– |
||||
Tax and noncontrolling impact of reorganization and acquisition related items (c) |
8 |
(49) |
6 |
(133) |
||||
Adjusted Net Income (Loss) attributable to Tronox Limited Shareholders (Non-U.S. GAAP) |
$ (55) |
$ 24 |
$ (121) |
$ 217 |
||||
Diluted earnings per common share attributable to Tronox Limited Shareholders (U.S. GAAP) |
$ (0.43) |
$ (0.02) |
$ (1.05) |
|
||||
Acquisition related income and expense, per diluted share |
(0.21) |
0.62 |
(0.16) |
(9.27) |
||||
Nonoperating one-time stock compensation charges, per diluted share |
– |
– |
– |
0.22 |
||||
Liquidation of subsidiary, per diluted share |
0.09 |
– |
0.09 |
– |
||||
Tax effect of reorganization and acquisition related items, per diluted share |
0.07 |
(0.40) |
0.05 |
(1.37) |
||||
Diluted adjusted Net Income (Loss) per share attributable to Tronox Limited Shareholders (Non-U.S. GAAP) |
$ (0.48) |
$ 0.20 |
$ (1.07) |
$ 2.24 |
||||
Weighted average number of shares used in diluted adjusted after-tax income (loss) per share computations (in thousands) |
113,459 |
122,352 |
113,389 |
96,903 |
||||
(a) One-time non-operating items and the effects of the acquisition of the mineral sands business. |
||||||||
(b) Represents only the portion of stock compensation that was accelerated by the consummation of the acquisition. |
||||||||
(c) Represents the tax and noncontrolling impact on items referenced in notes (a) and (b). |
|
||||||||
SEGMENT INFORMATION |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars) |
||||||||
Three Months Ended |
Nine Months Ended |
|||||||
2013 |
2012 |
2013 |
2012 |
|||||
Sales |
||||||||
Mineral Sands Segment |
|
|
$ 855 |
$ 444 |
||||
Pigment Segment |
300 |
280 |
892 |
990 |
||||
Corporate and Other |
35 |
38 |
97 |
97 |
||||
Eliminations |
(89) |
(103) |
(358) |
(181) |
||||
Net Sales |
|
|
|
|
||||
Income from Operations |
||||||||
Mineral Sands Segment |
$ 41 |
$ 32 |
$ 205 |
$ 129 |
||||
Pigment Segment |
(29) |
(4) |
(153) |
142 |
||||
Corporate and Other |
(20) |
(26) |
(55) |
(130) |
||||
Eliminations |
17 |
(19) |
2 |
(23) |
||||
Income (Loss) from Operations |
9 |
(17) |
(1) |
118 |
||||
Interest and debt expense |
(32) |
(18) |
(94) |
(40) |
||||
Other income (expense) |
(10) |
– |
18 |
(4) |
||||
Gain on bargain purchase |
– |
– |
– |
1,055 |
||||
Income (Loss) before Income Taxes |
(33) |
(35) |
(77) |
1,129 |
||||
Income tax benefit (provision) |
(8) |
34 |
(10) |
100 |
||||
Net Income (Loss) |
(41) |
(1) |
(87) |
1,229 |
||||
Income attributable to noncontrolling interest |
8 |
2 |
32 |
2 |
||||
Net Income (Loss) attributable to |
$ (49) |
$ (3) |
$ (119) |
|
|
||||||
CONDENSED CONSOLIDATED BALANCE SHEETS |
||||||
(UNAUDITED) |
||||||
(Millions of U.S. dollars, except share and per share data) |
||||||
ASSETS |
|
|
||||
Current Assets |
||||||
Cash and cash equivalents |
$ 1,457 |
$ 716 |
||||
Accounts receivable, net of allowance for doubtful accounts of |
373 |
391 |
||||
Inventories |
734 |
914 |
||||
Prepaid and other assets |
44 |
38 |
||||
Deferred tax assets |
96 |
114 |
||||
Total Current Assets |
2,704 |
2,173 |
||||
Noncurrent Assets |
||||||
Property, plant and equipment, net |
1,276 |
1,423 |
||||
Mineral leaseholds, net |
1,269 |
1,439 |
||||
Intangible assets, net |
306 |
326 |
||||
Long-term deferred tax assets |
148 |
91 |
||||
Other long-term assets, net |
82 |
59 |
||||
Total Assets |
$ 5,785 |
$ 5,511 |
||||
LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||
Current Liabilities |
||||||
Accounts payable |
$ 141 |
$ 189 |
||||
Accrued liabilities |
149 |
209 |
||||
Short-term debt |
– |
30 |
||||
Long-term debt due within one year |
18 |
10 |
||||
Income taxes payable |
14 |
24 |
||||
Deferred tax liabilities |
1 |
5 |
||||
Total Current Liabilities |
323 |
467 |
||||
Noncurrent Liabilities |
||||||
Long-term debt |
2,386 |
1,605 |
||||
Pension and postretirement healthcare benefits |
178 |
176 |
||||
Asset retirement obligation |
99 |
106 |
||||
Long-term deferred tax liabilities |
220 |
222 |
||||
Other long-term liabilities |
58 |
53 |
||||
Total Liabilities |
3,264 |
2,629 |
||||
Shareholders’ Equity |
||||||
Class A ordinary shares, par value |
1 |
1 |
||||
Class B ordinary shares, par value |
– |
– |
||||
Capital in excess of par value |
1,446 |
1,429 |
||||
Retained earnings |
1,109 |
1,314 |
||||
Accumulated other comprehensive loss (income) |
(243) |
(95) |
||||
Total Shareholders’ Equity |
2,313 |
2,649 |
||||
Noncontrolling interest |
208 |
233 |
||||
Total Equity |
2,521 |
2,882 |
||||
Total Liabilities and Equity |
$ 5,785 |
$ 5,511 |
|
|||
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS |
|||
(UNAUDITED) |
|||
(Millions of U.S. dollars) |
|||
Nine Months Ended |
|||
2013 |
2012 |
||
Cash Flows from Operating Activities: |
|||
Net Income (Loss) |
$ (87) |
|
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|||
Depreciation, depletion and amortization |
238 |
124 |
|
Deferred income taxes |
14 |
(105) |
|
Share-based compensation expense |
16 |
29 |
|
Amortization of debt issuance costs and debt discounts |
7 |
7 |
|
Pension and postretirement healthcare benefit expense, net |
7 |
4 |
|
Gain on bargain purchase |
– |
(1,055) |
|
Other noncash items affecting net income (loss) |
(5) |
131 |
|
Changes in assets and liabilities (net of effects of acquisition): |
|||
(Increase) decrease in accounts receivable |
– |
117 |
|
(Increase) decrease in inventories |
106 |
(217) |
|
(Increase) decrease in prepaid and other assets |
(7) |
7 |
|
Increase (decrease) in accounts payable and accrued liabilities |
(42) |
(140) |
|
Increase (decrease) in income taxes payable |
(23) |
(24) |
|
Other, net |
(14) |
(32) |
|
Cash provided by operating activities |
210 |
75 |
|
Cash Flows from Investing Activities: |
|||
Capital expenditures |
(104) |
(91) |
|
Cash received in acquisition of minerals sands business, net of cash paid |
– |
114 |
|
Cash (used in) provided by investing activities |
(104) |
23 |
|
Cash Flows from Financing Activities: |
|||
Reductions of long-term debt |
(185) |
(583) |
|
Proceeds from borrowings |
945 |
1,690 |
|
Debt issuance costs |
(29) |
(20) |
|
Dividends paid |
(86) |
(32) |
|
Merger consideration |
– |
(193) |
|
Class A ordinary share repurchases, including commissions paid |
– |
(326) |
|
Shares purchased for the Employee Participation Program |
– |
(15) |
|
Proceeds from conversion of warrants |
1 |
1 |
|
Cash provided by financing activities |
646 |
522 |
|
Effects of Exchange Rate Changes on Cash and Cash Equivalents |
(11) |
– |
|
Net Increase in Cash and Cash Equivalents |
741 |
620 |
|
Cash and Cash Equivalents at Beginning of Period |
716 |
154 |
|
Cash and Cash Equivalents at End of Period |
|
$ 774 |
|
||||||||
RECONCILIATION OF NET INCOME (LOSS) OF EBITDA AND ADJUSTED EBITDA (NON-U.S. GAAP) |
||||||||
(UNAUDITED) |
||||||||
(Millions of U.S. dollars) |
||||||||
Three Months Ended |
Nine Months Ended |
|||||||
2013 |
2012 |
2013 |
2012 |
|||||
Net Income (Loss) |
|
$ (1) |
|
|
||||
Interest and debt expense, net of interest income |
29 |
17 |
89 |
39 |
||||
Income tax provision (benefit) |
8 |
(34) |
10 |
(100) |
||||
Depreciation, depletion and amortization expense |
92 |
71 |
238 |
124 |
||||
EBITDA |
88 |
53 |
250 |
1,292 |
||||
Share-based compensation |
5 |
2 |
16 |
29 |
||||
Amortization of inventory step-up and unfavorable ore sales contracts from purchase price allocation, net |
(24) |
64 |
(18) |
85 |
||||
Gain on bargain purchase |
– |
– |
– |
(1,055) |
||||
Foreign currency remeasurement |
4 |
(6) |
(15) |
(5) |
||||
Transaction related costs |
– |
12 |
– |
73 |
||||
Other items (a) |
19 |
9 |
33 |
13 |
||||
Adjusted EBITDA |
$ 92 |
|
|
$ 432 |
||||
(a) |
Includes noncash pension and postretirement costs, accretion expense, severance expense, and other non-recurring items. |
SOURCE
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