<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
July 22, 1996
-------------------------------------------------
(Date of Report, date of earliest event reported)
TITANIUM METALS CORPORATION
- --------------------------------------------------------------------------------
(Exact name of Registrant as specified in its charter)
Delaware 333-2940 13-5630895
- --------------------------------------------------------------------------------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
1999 Broadway, Suite 4300, Denver, CO 80202
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(303) 296-5600
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- --------------------------------------------------------------------------------
(Former name or address, if changed since last report)
-1-
<PAGE> 2
Item 5: Other Events
On July 19, 1996, the Registrant issued the press release
attached hereto as Exhibit 99.1, which is incorporated herein by reference.
The press release relates to the Registrant's second quarter financial results.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Item No. Exhibit List
-------- ----------------------------------------
99.1 Press release dated July 19, 1996 issued
by Registrant.
-2-
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TITANIUM METALS CORPORATION
(Registrant)
By: /s/ John R. Burt
------------------------
John R. Burt
Corporate Attorney
and Assistant Secretary
Date: July 22, 1996
-3-
<PAGE> 4
EXHIBIT INDEX
Exhibit
Number Exhibit Description Page
- ------- ------------------- ----
99.1 Press release dated July 19, 1996 issued by Registrant.
<PAGE> 1
EXHIBIT 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE: CONTACT:
Titanium Metals Corporation Mark A. Wallace
1999 Broadway, Suite 4300 Vice President - Finance
Denver, Colorado 80202 (303) 296-5651
TIMET REPORTS SECOND QUARTER RESULTS
DENVER, COLORADO . . . July 19, 1996 . . . Titanium Metals Corporation
("TIMET") (NASDAQ: TIMT) reported net income for the second quarter of 1996 of
$8.1 million, or $.30 per share, compared to a net loss of $2.1 million, or
$.14 per share, for the same quarter in 1995. For the first half of 1996, the
Company reported net income of $10.2 million, or $.43 per share, compared to a
net loss of $6.1 million, or $.40 per share, for the same period in 1995.
TIMET's 1996 results include the titanium businesses acquired from IMI plc on
February 15, 1996. The significant improvement in TIMET's results was
principally driven by price and volume increases in the commercial aerospace
market, as well as continuing growth in demand for titanium products across all
market segments.
TIMET's operating income for the second quarter and first half of 1996
was $13.8 million and $20.6 million, respectively. The operating results
included special charges related to the acquisition of IMI's titanium
businesses of $.1 million in the second quarter and $4.3 million for the first
half of 1996. TIMET's net sales for the first half of 1996 were $226.4
million, up 46% from the same period in 1995 (all percentage comparisons are
proforma for the effects of the IMI titanium acquisition). Mill product
shipments for the first half of 1996 were 12.5 million pounds, a 20% increase
over the same period in 1995. Selling prices in the second quarter of 1996 were
up approximately 22% to an average mill product price of $14.54 per pound
compared to the second quarter of 1995. Average mill product selling prices in
the second quarter of 1996 were up 5% compared to the first quarter.
The statements in this release relating to matters that are not
historical facts are forward looking statements that involve risks and
uncertainties, including, but not limited to, the cyclicality of the commercial
aerospace industry, future global economic conditions, global productive
capacity, competitive products, and other risks and uncertainties detailed in
the Company's Securities and Exchange Commission filings.
TIMET, headquartered in Denver, Colorado, is a leading integrated
producer of titanium metal products. The Company sold 6.2 million shares of
its common stock in an initial public offering on June 4, 1996. The net
proceeds to the Company of $133 million were principally used to repay all
debt.
# # # # #
<PAGE> 2
TITANIUM METALS CORPORATION
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share data)
(Unaudited)
<TABLE>
<CAPTION>
Quarter ended Six Months Ended
June 30, June 30,
------------------- ------------------
1995 1996 1995 1996
---- ---- ---- ----
<S> <C> <C> <C> <C>
Sales $45.6 $118.8 $87.3 $226.4
Cost of sales 42.8 100.8 83.9 193.3
Selling, administrative and development costs 2.8 6.5 5.7 12.0
Equity in earnings of joint ventures 1.0 2.4 1.8 3.8
Special charges 0.0 0.1 0.0 4.3
----- ------ ----- ------
Operating income (loss) 1.0 13.8 (0.5) 20.6
General corporate income (expense), net (0.2) 0.5 (0.2) 0.4
Interest expense 2.8 3.4 5.3 6.9
----- ------ ----- ------
Income (loss) before income taxes and
preacquisition earnings (2.0) 10.9 (6.0) 14.1
Income tax expense 0.1 2.8 0.1 3.5
Preacquisition earnings 0.0 0.0 0.0 (0.4)
----- ------ ----- ------
Net income (loss) ($2.1) $8.1 ($6.1) $10.2
===== ====== ===== ======
Net income (loss) per common share ($0.14) $0.30 ($0.40) $0.43
===== ====== ===== ======
Weighted average common shares outstanding 15.1 27.1 15.1 23.8
===== ====== ===== ======
</TABLE>
__________________________________________
* Includes the results of the IMI titanium business acquired on February 15,
1996.
