Fourth quarter free cash flow above
expectations
STAMFORD, Conn., Feb. 15,
2024 /PRNewswire/ -- Tronox Holdings plc (NYSE:TROX)
("Tronox" or the "Company"), the world's leading integrated
manufacturer of titanium dioxide pigment, today reported its
financial results for the quarter ending December 31, 2023:
Fourth Quarter 2023 Financial Highlights:
- Revenue of $686 million
- Income from operations of $8
million; Net loss attributable to Tronox of $56 million
- Adjusted EBITDA of $94 million;
Adjusted EBITDA margin of 13.7% (non-GAAP)
- GAAP diluted loss per share of $0.36; Adjusted diluted loss per share of
$0.38 (non-GAAP)
- Free cash flow of $51 million
(non-GAAP)
Full Year 2023 Financial Highlights:
- Total revenue of $2,850
million
- Income from operations of $186
million; Net loss attributable to Tronox of $316 million; Adjusted net loss of $24 million (primarily excludes $293 million tax valuation allowance)
- Adjusted EBITDA of $524 million;
Adjusted EBITDA margin of 18.4% (non-GAAP)
- GAAP diluted loss per share of $2.02; Adjusted diluted loss per share of
$0.15 (non-GAAP)
- Capital expenditures of $261
million
- Returned $89 million to
shareholders in the form of dividends
Outlook:
- Q1 2024 Adjusted EBITDA expected to be $100-120 million
- Expect TiO2 volumes to increase 12-16% and zircon volumes to
increase 15-30%, both compared to Q4 2023 levels
- Expect TiO2 pricing to remain relatively flat to the prior
quarter
This outlook is based on Tronox's current views of global
economic activity and is subject to changes and impacts associated
with global supply chain and inflation-related challenges, among
others.
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Note: For the
Company's guidance with respect to Q1 2024 non-GAAP financial
measures, we are not able to provide without unreasonable effort
the most directly comparable GAAP financial measure, or
reconciliation to such GAAP financial measure, because certain
items that impact such measures are uncertain, out of the Company's
control or cannot be reasonably predicted.
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Summary of Financial
Results for the Quarter Ending December 31, 2023
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($M unless
otherwise noted)
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Q4 2023
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Q4 2022
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Y-o-Y % ∆
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Q3 2023
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Q-o-Q % ∆
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Revenue
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$686
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$649
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6 %
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$662
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4 %
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TiO2
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$519
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$478
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9 %
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$558
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(7) %
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Zircon
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$57
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$91
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(37) %
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$33
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73 %
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Other
products
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$110
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$80
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38 %
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$71
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55 %
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Income from
operations
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$8
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$36
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(78) %
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$32
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(75) %
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Net (loss)
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($56)
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($14)
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n/m
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($14)
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n/m
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Net (loss) attributable
to Tronox
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($56)
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($15)
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n/m
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($14)
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n/m
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GAAP diluted (loss) per
share
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($0.36)
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($0.09)
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n/m
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($0.09)
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n/m
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Adjusted diluted (loss)
per share
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($0.38)
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($0.17)
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n/m
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($0.08)
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n/m
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Adjusted
EBITDA
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$94
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$113
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(17) %
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$116
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(19) %
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Adjusted EBITDA
Margin %
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13.7 %
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17.4 %
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(370)
bps
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17.5 %
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(380)
bps
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Free cash
flow
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$51
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$126
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(60) %
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($37)
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n/m
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Y-o-Y %
∆
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Q-o-Q %
∆
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Volume/Mix
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Price
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FX
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Volume/Mix
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Price
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FX
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TiO2
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14 %
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(6) %
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1 %
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(5) %
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(1) %
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(1) %
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Zircon
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(26) %
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(11) %
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— %
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82 %
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(9) %
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— %
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Note: Y-o-Y
TiO2 volumes increased 16%, mix impact was 2%
unfavorable. Q-o-Q TiO2 volumes decreased 4%, mix impact
was 1% unfavorable.
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Co-CEO Remarks
"Tronox delivered fourth quarter
top-line performance largely in-line with expectations," commented
John D. Romano, co-Chief Executive
Officer. "We generated $686 million
in revenue in the fourth quarter of 2023, an increase of 6%
compared to the prior year. This included a 38% increase in other
products due to additional sales of pig iron, as well as
opportunistic sales of ilmenite and a portion of a rare earths
tailings deposit in South Africa,
which is a key part of our funding strategy for our rare earths
business. Tronox delivered an Adjusted EBITDA of $94 million in the quarter, $11 million below the bottom end of the
previously guided range of $105-$125 million,
and an Adjusted EBITDA margin of 13.7%. The lower than expected
performance was primarily a result of a delayed restart by our
steam supplier at Botlek and higher costs from unanticipated
downtime stemming from running at lower rates. We expect to recover
at least $15 million in insurance
proceeds in 2024 from the downtime at Botlek to cover the costs
incurred to continue providing uninterrupted service to our
customers while working around the supplier outage. To mitigate
operational cost pressures, we continued to proactively manage
expenses and cash. Free cash flow was $51
million for the fourth quarter, an improvement of
$88 million over the third quarter of
2023."
Mr. Romano added, "The operating challenges we
experienced in the last six months are not indicative of the
standard we hold ourselves to at Tronox. We are addressing these
challenges head-on in 2024. In 2023, we ran at the lowest
utilization rates on record in order to manage inventories and free
cash flow in light of lower market demand. As we look ahead into
2024, we are adjusting our operating rates to support the market
recovery currently underway. This will set Tronox up to realize a
step change in our earnings power after working through the
remaining higher cost inventory on the balance sheet. For the first
quarter of 2024, we are expecting TiO2 volumes to
increase 12-16% and zircon volumes to increase 15-30%, both
compared to the fourth quarter, and we expect TiO2
pricing to remain relatively flat to the prior quarter. While we
expect a headwind from non-repeating sales in other products and
higher cost inventory moving off the balance sheet, this will be
offset by lower operating costs due to higher utilization rates. As
a result, we are expecting first quarter adjusted EBITDA to be
$100-120 million and adjusted EBITDA
margins to be in the mid-teens range."
Mr. Romano concluded, "We are continuing to focus
on opportunities for growth, namely the rare earths space. We are
confident that our vertical integration strategy will continue to
provide a distinct competitive advantage. We remain optimistic
about the short-, medium- and long-term potential for Tronox
through value creation from our leading sustainable mining and
upgrading solutions."
Fourth Quarter 2023 Results
(Comparisons are to prior
year (Q4 2023 vs. Q4 2022) unless otherwise noted)
The Company reported fourth quarter revenue of
$686 million, an increase of 6%,
primarily driven by higher sales volumes of TiO2 and
other products.
Revenue from TiO2 sales was
$519 million, an increase of 9%
driven by a 16% increase in volumes and 1% exchange rate tailwind,
partially offset by a 6% price decrease in average selling prices
and a 2% unfavorable mix impact. Sequentially, TiO2
sales decreased 7%, driven by a 4% decrease in volumes, a 1%
unfavorable mix impact, a 1% decline in average selling prices and
a 1% exchange rate headwind.
Zircon revenue decreased 37% to $57 million, driven by a 26% decline in volumes
and an 11% decrease in average selling prices. Sequentially, zircon
revenue increased 73%, driven by an 82% increase in volumes,
partially offset by a 9% decrease in average selling prices.
Revenue from other products was $110 million, an increase of 38% year-over-year,
due to additional sales of pig iron, as well as opportunistic sales
of ilmenite and a portion of a rare earths tailings deposit in
South Africa.
Net loss attributable to Tronox in the quarter
was $56 million, or a loss of $0.36 per diluted share, compared to a net loss
attributable to Tronox of $15
million, or loss of $0.09 per
diluted share in the year-ago period. Adjusted net loss
attributable to Tronox (non-GAAP) was $60 million, or a loss
of $0.38 per diluted share.
Adjusted EBITDA of $94 million represented a
17% decrease compared to the fourth quarter 2022, driven by lower
average selling prices and higher operating costs from lower
production rates, partially offset by higher volumes, lower average
freight costs and exchange rate tailwinds. Adjusted EBITDA margin
was 13.7% for the quarter.
Sequentially, Adjusted EBITDA decreased 19% due
to higher operating costs from lower production rates and lower
product pricing, partially offset by higher volumes, favorable
exchange rate tailwinds and lower average freight costs.
The Company's selling, general and administrative
expenses were $70 million in the
quarter. Net interest expense was $37
million. Depreciation, depletion and amortization expense
was $69 million.
Full Year 2023 Results
The Company reported full-year
revenue of $2,850 million, a decrease
of 17% year-over-year. Net loss attributable to Tronox was
$316 million, or a loss of $2.02
per diluted share. Excluding non-recurring adjustments totaling
$292 million or $1.87 per diluted share, adjusted net loss
attributable to Tronox (non-GAAP) was $24
million or a loss of $0.15 per
diluted share. Adjusted EBITDA of $524
million decreased 40% compared to $875 million in the prior year. Adjusted EBITDA
margin was 18.4% for the year.
Balance Sheet, Cash Flow and Capital Allocation
Tronox
ended the year with $2.8 billion
of total debt, $2.6 billion of net
debt and a net leverage ratio of 4.9x on a trailing twelve-month
basis. As of December 31, 2023,
available liquidity totaled $761
million, including $273
million in cash and cash equivalents and $488 million under existing revolving credit
agreements.
Free cash flow for the year was a use of
$77 million. Capital expenditures were $261 million. The
Company returned $89 million to
shareholders in the form of dividends in the year.
Sustainability
Tronox is nearing the conversion of 40%
of its power in South Africa to
power from the significant solar project developed in partnership
with SOLA Group. Enabled through a power purchase agreement with
SOLA, this project is one of South
Africa's largest solar installations. The Company expects to
receive power in the coming months, which will significantly reduce
total carbon emissions globally and mark the first significant step
for Tronox on its journey to net zero in 2050. Renewable power and
energy efficiency projects are key to achieving the stated 2030
greenhouse gas emissions intensity reduction target of 50%, so the
Company is excited to mark such a significant milestone. On the
horizon are several additional renewable power projects that are
critical to delivering against this roadmap.
Webcast Conference Call
Tronox will
conduct a webcast conference call on Friday,
February 16, 2024, at 8:00 AM
ET (New York). The live
call is open to the public via internet broadcast and
telephone.
Internet Broadcast:
http://investor.tronox.com
Dial-in Telephone
Numbers:
US Toll Free: +1 (888) 886-7786
International: +44 80 0652 2435
Conference ID: 62498172
Conference Call Presentation Slides will be used during
the conference call and will be available on our website:
http://investor.tronox.com
Conference Call Replay: Available via the internet and
telephone beginning on Feb 16, 2024,
by 11:00 AM ET, until Feb 21, 2024, 8:00 AM
ET
Internet Replay:
http://investor.tronox.com
Replay Dial-in
Telephone Numbers:
US Toll Free: +1 (877) 674-7070
International: +44 20 3870 9958
Replay Access Code: 498172#
About Tronox
Tronox Holdings plc is one of the world's
leading producers of high-quality titanium products, including
titanium dioxide pigment, specialty-grade titanium dioxide products
and high-purity titanium chemicals, and zircon. We mine
titanium-bearing mineral sands and operate upgrading facilities
that produce high-grade titanium feedstock materials, pig iron and
other minerals, including the rare earth-bearing mineral, monazite.
With approximately 6,500 employees across six continents, our rich
diversity, unmatched vertical integration model, and unparalleled
operational and technical expertise across the value chain,
position Tronox as the preeminent titanium dioxide producer in the
world. For more information about how our products add brightness
and durability to paints, plastics, paper and other everyday
products, visit tronox.com.
Cautionary Statement about 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, our operating
utilization rates, anticipated completion of extensions and
upgrades to our mining operations, anticipated trends in our
business and industry, anticipated costs, benefits and timing of
capital projects including planned mining expansions, the Company's
anticipated capital allocation strategy including future capital
expenditures, and our sustainability goals, commitments and
programs. 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, actual costs, benefits and timing of capital
projects, or achievements to differ materially from the results,
level of activity, performance, anticipated costs, benefits and
timing of capital projects, or achievements expressed or implied by
the forward-looking statements. Significant risks and uncertainties
may relate to, but are not limited to, macroeconomic conditions;
inflationary pressures and energy costs; currency movements;
political instability, including the ongoing conflicts in
Eastern Europe and the
Middle East and any expansion of
such conflicts, and other geopolitical events; supply chain
disruptions; market conditions and price volatility for titanium
dioxide, zircon and other feedstock materials, as well as global
and regional economic downturns, that adversely affect the demand
for our end-use products; disruptions in production at our mining
and manufacturing facilities; and other financial, economic,
competitive, environmental, political, legal and regulatory
factors. These and other risk factors are discussed in the
Company's filings with the Securities and Exchange Commission.
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, synergies 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-GAAP Information
To provide investors and
others with additional information regarding the financial results
of Tronox Holdings plc, we have disclosed in this release certain
non-U.S. GAAP operating performance measures of EBITDA, Adjusted
EBITDA, Adjusted EBITDA margin and Adjusted net income attributable
to Tronox, including its presentation on a per share basis, and a
non-U.S. GAAP liquidity measure of Free Cash Flow. These non-U.S.
GAAP financial measures are a supplement to and not a substitute
for or superior to, the Company's results presented in accordance
with U.S. GAAP. The non-U.S. GAAP financial measures presented by
the Company may be different from non-U.S. GAAP financial measures
presented by other companies. Specifically, the Company believes
the non-U.S. 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 these non-U.S. GAAP
financial measures is 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.
Media Contact: Melissa
Zona
+1.636.751.4057
Investor Contact: Jennifer Guenther
+1.646.960.6598
TRONOX HOLDINGS
PLC
|
CONSOLIDATED
STATEMENTS OF OPERATIONS (U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Net
sales
|
$ 686
|
|
$ 649
|
|
$
2,850
|
|
$
3,454
|
Cost of goods
sold
|
608
|
|
544
|
|
2,388
|
|
2,622
|
Gross
profit
|
78
|
|
105
|
|
462
|
|
832
|
Selling, general and
administrative expenses
|
70
|
|
69
|
|
276
|
|
289
|
Venator
settlement
|
—
|
|
—
|
|
—
|
|
85
|
Income from
operations
|
8
|
|
36
|
|
186
|
|
458
|
Interest
expense
|
(45)
|
|
(33)
|
|
(158)
|
|
(125)
|
Interest
income
|
8
|
|
3
|
|
18
|
|
9
|
Loss on extinguishment
of debt
|
—
|
|
—
|
|
—
|
|
(21)
|
Other (expense) income,
net
|
(3)
|
|
(25)
|
|
3
|
|
(13)
|
(Loss) Income before
income taxes
|
(32)
|
|
(19)
|
|
49
|
|
308
|
Income tax (provision)
benefit
|
(24)
|
|
5
|
|
(363)
|
|
192
|
Net (loss)
income
|
(56)
|
|
(14)
|
|
(314)
|
|
500
|
Net income attributable
to noncontrolling interest
|
—
|
|
1
|
|
2
|
|
3
|
Net (loss) income
attributable to Tronox Holdings plc
|
$ (56)
|
|
$ (15)
|
|
$ (316)
|
|
$ 497
|
|
|
|
|
|
|
|
|
(Loss) Earnings per
share:
|
|
|
|
|
|
|
|
Basic
|
$
(0.36)
|
|
$
(0.09)
|
|
$
(2.02)
|
|
$ 3.21
|
Diluted
|
$
(0.36)
|
|
$
(0.09)
|
|
$
(2.02)
|
|
$ 3.16
|
|
|
|
|
|
|
|
|
Weighted average
shares outstanding, basic (in thousands)
|
156,818
|
|
154,526
|
|
156,397
|
|
154,867
|
Weighted average
shares outstanding, diluted (in thousands)
|
156,818
|
|
154,526
|
|
156,397
|
|
157,110
|
|
|
|
|
|
|
|
|
Other Operating
Data:
|
|
|
|
|
|
|
|
Capital
expenditures
|
59
|
|
114
|
|
261
|
|
428
|
Depreciation, depletion
and amortization expense
|
69
|
|
68
|
|
275
|
|
269
|
TRONOX HOLDINGS
PLC
|
RECONCILIATION OF
NON-U.S. GAAP FINANCIAL MEASURES
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
RECONCILIATION OF
NET (LOSS) INCOME ATTRIBUTABLE TO TRONOX HOLDINGS PLC (U.S.
GAAP)
|
TO ADJUSTED NET
(LOSS) INCOME ATTRIBUTABLE TO TRONOX HOLDINGS PLC (NON-U.S.
GAAP)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
|
Net (loss) income
attributable to Tronox Holdings plc (U.S. GAAP)
|
$ (56)
|
|
$ (15)
|
|
$
(316)
|
|
$ 497
|
Venator settlement
(a)
|
—
|
|
—
|
|
—
|
|
85
|
Loss on extinguishment
of debt (b)
|
—
|
|
—
|
|
—
|
|
21
|
Pension settlement loss
(c)
|
—
|
|
15
|
|
—
|
|
15
|
Other (d)
|
(4)
|
|
(8)
|
|
(1)
|
|
(3)
|
Withholding tax accrued
(e)
|
—
|
|
4
|
|
—
|
|
4
|
Tax valuation allowance
(f)
|
—
|
|
(23)
|
|
293
|
|
(301)
|
Income tax expense -
deferred tax assets (g)
|
—
|
|
—
|
|
—
|
|
(7)
|
Adjusted net (loss)
income attributable to Tronox Holdings plc (non-U.S. GAAP)
(1)(2)
|
$ (60)
|
|
$ (27)
|
|
$ (24)
|
|
$ 311
|
|
|
|
|
|
|
|
|
Diluted net (loss)
income per share (U.S. GAAP)
|
$
(0.36)
|
|
$
(0.09)
|
|
$
(2.02)
|
|
$
3.16
|
|
|
|
|
|
|
|
|
Venator settlement, per
share
|
—
|
|
—
|
|
—
|
|
0.54
|
Loss on extinguishment
of debt, per share
|
—
|
|
—
|
|
—
|
|
0.13
|
Pension settlement
loss, per share
|
—
|
|
0.10
|
|
—
|
|
0.09
|
Other, per
share
|
(0.03)
|
|
(0.05)
|
|
(0.01)
|
|
(0.02)
|
Withholding tax
accrued, per share
|
—
|
|
0.03
|
|
—
|
|
0.03
|
Tax valuation
allowance, per share
|
—
|
|
(0.15)
|
|
1.88
|
|
(1.92)
|
Income tax expense -
deferred tax assets, per share
|
—
|
|
—
|
|
—
|
|
(0.04)
|
Diluted adjusted net
(loss) income per share attributable to Tronox Holdings plc
(non-U.S. GAAP)
|
$
(0.38)
|
|
$
(0.17)
|
|
$
(0.15)
|
|
$
1.98
|
|
|
|
|
|
|
|
|
Weighted average shares
outstanding, diluted (in thousands)
|
156,818
|
|
154,526
|
|
156,397
|
|
157,110
|
|
(a) Represents the
breakage fee including interest associated with the Venator
settlement which were recorded in "Venator settlement" in the
unaudited Consolidated Statements of Operations.
|
(b) 2022 amount
represents the loss in connection with the redemption of the 6.5%
Senior Secured Notes and the issuance of a new term loan which
closed in April 2022.
|
(c) Represents a
non-cash pension settlement loss due to the settling of low-dollar
valued amounts in our U.S. Qualified Plan.
|
(d) Represents other
activity not representative of the ongoing operations of the
Company.
|
(e) Represents
potential withholding tax due to the Chinese government for
historic distributable income generated.
|
(f) Represents changes
primarily within the Company's Australian deferred tax assets'
valuation allowance.
|
(g) Represents a charge
to tax expense for the impact on deferred tax assets from a change
in tax rates in a foreign tax jurisdiction.
|
|
(1) Only the pension
settlement loss amount and certain other items have been tax
impacted. No income tax impacts have been given to other
items as they were recorded in jurisdictions with full valuation
allowances.
|
(2) Diluted adjusted
net (loss) income per share attributable to Tronox Holdings plc was
calculated from exact, not rounded Adjusted net income attributable
to Tronox Holdings plc and share information.
|
TRONOX HOLDINGS
PLC
|
CONSOLIDATED BALANCE
SHEETS
|
(UNAUDITED)
|
(Millions of U.S.
dollars, except share and per share data)
|
|
|
|
|
|
|
|
|
|
December 31,
2023
|
|
December 31,
2022
|
ASSETS
|
|
|
|
Current
Assets
|
|
|
|
Cash and cash
equivalents
|
$
273
|
|
$
164
|
Restricted
cash
|
—
|
|
—
|
Accounts receivable
(net of allowance of $3 in 2023 and $4 in 2022)
|
290
|
|
377
|
Inventories,
net
|
1,421
|
|
1,278
|
Prepaid and other
assets
|
141
|
|
135
|
Income taxes
receivable
|
10
|
|
6
|
Total current
assets
|
2,135
|
|
1,960
|
Noncurrent
Assets
|
|
|
|
Property, plant and
equipment, net
|
1,835
|
|
1,830
|
Mineral leaseholds,
net
|
654
|
|
701
|
Intangible assets,
net
|
243
|
|
250
|
Lease right of use
assets, net
|
132
|
|
136
|
Deferred tax
assets
|
917
|
|
1,233
|
Other long-term
assets
|
218
|
|
196
|
Total
assets
|
$
6,134
|
|
$
6,306
|
|
|
|
|
LIABILITIES AND
EQUITY
|
|
|
|
Current
Liabilities
|
|
|
|
Accounts
payable
|
$
461
|
|
$
486
|
Accrued
liabilities
|
230
|
|
252
|
Short-term lease
liabilities
|
24
|
|
20
|
Short-term
debt
|
11
|
|
50
|
Long-term debt due
within one year
|
27
|
|
24
|
Income taxes
payable
|
—
|
|
18
|
Total current
liabilities
|
753
|
|
850
|
Noncurrent
Liabilities
|
|
|
|
Long-term debt,
net
|
$
2,786
|
|
$
2,464
|
Pension and
postretirement healthcare benefits
|
104
|
|
89
|
Asset retirement
obligations
|
172
|
|
153
|
Environmental
liabilities
|
48
|
|
51
|
Long-term lease
liabilities
|
103
|
|
110
|
Deferred tax
liabilities
|
149
|
|
153
|
Other long-term
liabilities
|
39
|
|
33
|
Total
liabilities
|
4,154
|
|
3,903
|
|
|
|
|
Commitments and
Contingencies
|
|
|
|
Shareholders'
Equity
|
|
|
|
Tronox Holdings plc
ordinary shares, par value $0.01 — 156,793,755 shares issued
and
outstanding at December
31, 2023 and 154,496,923 shares issued and outstanding
at
December 31,
2022
|
2
|
|
2
|
Capital in excess of
par value
|
2,064
|
|
2,043
|
Retained
Earnings
|
684
|
|
1,080
|
Accumulated other
comprehensive loss
|
(814)
|
|
(768)
|
Total Tronox
Holdings plc shareholders' equity
|
1,936
|
|
2,357
|
Noncontrolling
interest
|
44
|
|
46
|
Total
equity
|
1,980
|
|
2,403
|
Total liabilities
and equity
|
$
6,134
|
|
$
6,306
|
TRONOX HOLDINGS
PLC
|
CONSOLIDATED
STATEMENTS OF CASH FLOWS
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
Year Ended December
31,
|
|
2023
|
|
2022
|
Cash Flows from
Operating Activities:
|
|
|
|
Net (loss)
income
|
$(314)
|
|
$ 500
|
Adjustments to
reconcile net (loss) income to net cash provided by operating
activities:
|
|
|
|
Depreciation, depletion
and amortization
|
275
|
|
269
|
Deferred income
taxes
|
330
|
|
(261)
|
Share-based
compensation expense
|
21
|
|
26
|
Amortization of
deferred debt issuance costs and discount on debt
|
9
|
|
8
|
Loss on extinguishment
of debt
|
-
|
|
21
|
Other non-cash
affecting net (loss) income
|
37
|
|
50
|
Changes in assets and
liabilities:
|
|
|
|
Decrease (increase) in
accounts receivable, net
|
84
|
|
233
|
(Increase) decrease in
inventories, net
|
(151)
|
|
(255)
|
Decrease in prepaid and
other assets
|
37
|
|
47
|
(Decrease) increase in
accounts payable and accrued liabilities
|
(84)
|
|
(5)
|
Net changes in income
tax payables and receivables
|
(24)
|
|
5
|
Changes in other
non-current assets and liabilities
|
(36)
|
|
(40)
|
Cash provided by
operating activities
|
184
|
|
598
|
|
|
|
|
Cash Flows from
Investing Activities:
|
|
|
|
Capital
expenditures
|
(261)
|
|
(428)
|
Insurance
proceeds
|
-
|
|
-
|
Proceeds from the sale
of assets
|
6
|
|
13
|
Cash used in investing
activities
|
(255)
|
|
(415)
|
|
|
|
|
Cash Flows from
Financing Activities:
|
|
|
|
Repayments of
short-term debt
|
(148)
|
|
(113)
|
Repayments of long-term
debt
|
(17)
|
|
(516)
|
Proceeds from
short-term debt
|
86
|
|
142
|
Proceeds from long-term
debt
|
347
|
|
396
|
Repurchase of common
stock
|
-
|
|
(50)
|
Debt issuance
costs
|
(3)
|
|
(4)
|
Call premium
paid
|
-
|
|
(18)
|
Dividends
paid
|
(89)
|
|
(87)
|
Restricted stock and
performance-based shares settled in cash for taxes
|
-
|
|
-
|
Proceeds from the
exercise of stock options
|
-
|
|
-
|
Cash provided by (used
in) financing activities
|
176
|
|
(250)
|
|
|
|
|
Effects of exchange
rate changes on cash and cash equivalents and restricted
cash
|
4
|
|
(1)
|
|
|
|
|
Net increase
(decrease) in cash and cash equivalents and restricted
cash
|
109
|
|
(68)
|
Cash and cash
equivalents and restricted cash at beginning of
period
|
164
|
|
232
|
Cash and cash
equivalents and restricted cash at end of period
|
$ 273
|
|
$ 164
|
TRONOX HOLDINGS
PLC
|
RECONCILIATION OF
NET (LOSS) INCOME TO EBITDA AND ADJUSTED EBITDA, ADJUSTED EBITDA AS
A % OF NET SALES AND NET
DEBT TO
TRAILING-TWELVE MONTH ADJUSTED EBITDA (NON-U.S.
GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
|
|
|
|
|
|
|
|
Net (loss) income (U.S.
GAAP)
|
$
(56)
|
|
$
(14)
|
|
$
(314)
|
|
$
500
|
Interest
expense
|
45
|
|
33
|
|
158
|
|
125
|
Interest
income
|
(8)
|
|
(3)
|
|
(18)
|
|
(9)
|
Income tax provision
(benefit)
|
24
|
|
(5)
|
|
363
|
|
(192)
|
Depreciation, depletion
and amortization expense
|
69
|
|
68
|
|
275
|
|
269
|
EBITDA (non-U.S.
GAAP)
|
74
|
|
79
|
|
464
|
|
693
|
Share-based
compensation (a)
|
6
|
|
5
|
|
21
|
|
26
|
Venator settlement
(b)
|
—
|
|
—
|
|
—
|
|
85
|
Loss on extinguishment
of debt (c)
|
—
|
|
—
|
|
—
|
|
21
|
Foreign currency
remeasurement (d)
|
1
|
|
4
|
|
(6)
|
|
3
|
Pension settlement loss
(e)
|
—
|
|
20
|
|
—
|
|
20
|
Accretion expense and
other adjustments to asset retirement
obligations and
environmental liabilities (f)
|
8
|
|
5
|
|
22
|
|
19
|
Accounts receivable
securitization program costs (g)
|
3
|
|
3
|
|
12
|
|
3
|
Other items
(h)
|
2
|
|
(3)
|
|
11
|
|
5
|
Adjusted EBITDA
(non-U.S. GAAP)
|
$ 94
|
|
$
113
|
|
$
524
|
|
$
875
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Net
sales
|
$
686
|
|
$
649
|
|
$ 2,850
|
|
$3,454
|
Net (loss) income (U.S.
GAAP)
|
$
(56)
|
|
$
(14)
|
|
$
(314)
|
|
$
500
|
Net (loss) income (U.S.
GAAP) as a % of Net sales
|
(8.2) %
|
|
(2.2) %
|
|
(11.0) %
|
|
14.5 %
|
Adjusted EBITDA
(non-U.S. GAAP) (see above) as a % of Net sales
|
13.7 %
|
|
17.4 %
|
|
18.4 %
|
|
25.3 %
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December
31,
|
|
|
|
|
|
2023
|
|
2022
|
Long-term debt,
net
|
|
|
|
|
$ 2,786
|
|
$2,464
|
Short-term
debt
|
|
|
|
|
11
|
|
50
|
Long-term debt due
within one year
|
|
|
|
|
27
|
|
24
|
(Less) Cash and cash
equivalents
|
|
|
|
|
(273)
|
|
(164)
|
Net debt
|
|
|
|
|
$ 2,551
|
|
$2,374
|
Adjusted EBITDA
(non-U.S. GAAP) (see above)
|
|
|
|
|
524
|
|
875
|
Net debt to
trailing-twelve month Adjusted EBITDA (non-U.S. GAAP)
(see above)
|
|
|
|
|
4.9 x
|
|
2.7 x
|
|
(a) Represents non-cash
share-based compensation.
|
(b) Represents the
breakage fee including interest associated with the Venator
settlement which were recorded in "Venator settlement" in the
unaudited Consolidated Statements of Operations.
|
(c) 2022 amount
represents the loss in connection with the redemption of the 6.5%
Senior Secured Notes and the issuance of a new loan which closed in
April 2022.
|
(d) Represents realized
and unrealized gains and losses associated with foreign currency
remeasurement related to third-party and intercompany receivables
and liabilities denominated in a currency other than the functional
currency of the entity holding them, which are included in "Other
(expense) income, net" in the unaudited Consolidated Statements of
Operations.
|
(e) Represents a
non-cash pension settlement loss due to the settling of low-dollar
valued amounts in our U.S. Qualified Plan.
|
(f) Primarily
represents accretion expense and other noncash adjustments to asset
retirement obligations and environmental liabilities.
|
(g) Primarily
represents expenses associated with the Company's accounts
receivable securitization program which is used as a source of
liquidity in the Company's overall capital structure.
|
(h) Includes noncash
pension and postretirement costs, asset write-offs, severance
expense, and other items included in "Selling general and
administrative expenses", "Cost of goods sold" and "Other (expense)
income, net" in the unaudited Consolidated Statements of
Operations.
|
TRONOX HOLDINGS
PLC
|
FREE CASH FLOW
(NON-U.S. GAAP)
|
(UNAUDITED)
|
(Millions of U.S.
dollars)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table
reconciles cash provided by operating activities to free cash flow
for the three months and year ended December 31, 2023:
|
|
|
|
|
|
|
|
|
|
Year Ended
December 31, 2023
|
|
Nine Months
Ended
September 30, 2023
|
|
Three Months
Ended
December 31, 2023
|
Cash provided by
operating activities
|
|
$
184
|
|
$
74
|
|
$
110
|
Capital
expenditures
|
|
(261)
|
|
(202)
|
|
(59)
|
Free cash flow
(non-U.S. GAAP)
|
|
$
(77)
|
|
$
(128)
|
|
$
51
|
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SOURCE Tronox Holdings plc