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 23, 1998
(Date of Report, date of earliest event reported)
TITANIUM METALS CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 0-28538 13-5630895
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
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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)
Item 5: Other Events
On July 23, 1998, the Registrant issued the press releases attached
hereto as Exhibits 99.1 and 99.2, which are incorporated herein by reference.
Exhibit 99.1 relates to the Registrant's report of second quarter earnings.
Exhibit 99.2 relates to the Registrant's declaration of a third quarter
dividend.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
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Item No. Exhibit List
99.1 Press release dated July 23, 1998 issued by Registrant.
99.2 Press release dated July 23, 1998 issued by Registrant.
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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.
TIMET CORPORATION
(Registrant)
By: /s/ Robert E. Musgraves
Robert E. Musgraves
Vice President, General Counsel
and Secretary
Date: July 27, 1998
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EXHIBIT 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE: CONTACT:
Titanium Metals Corporation J. Thomas Montgomery, Jr.
1999 Broadway, Suite 4300 Vice President - Finance
Denver, Colorado 80202 (303) 296-5617
TIMET REPORTS SECOND QUARTER EARNINGS
DENVER, COLORADO . . . July 23, 1998 . . . Titanium Metals Corporation
("TIMET") (NYSE: TIE) reported second quarter net income of $13.8 million, or
$.44 per diluted share ($.55 per diluted share excluding a special charge of
$.11 per share for the previously reported closing of its Pomona, California
castings and melting facility). In the second quarter of 1997, TIMET reported
net income of $20.3 million, or $.61 per diluted share.
TIMET's results for the second quarter of 1998 (excluding the special
charge) approximated those of the first quarter of 1998 as mill product shipment
volume (3,900 metric tons) and average prices (approximately $34.50 per
kilogram) were virtually the same in both periods. Gross margins were hampered
slightly in the second quarter by a less favorable product mix due to the
previously-reported order push outs and cancellations by jet engine market
customers and production issues. Firm order backlog at June 30, 1998 was $420
million, approximately 80% of which is for 1998 deliveries.
TIMET said its second quarter 1998 results fell short of the year ago
quarter primarily because of higher expenses related to the Company's
implementation of its enterprise-wide SAP integrated information / business
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system and expanded new product / market development activities. In addition,
higher sales volume in the 1998 second quarter was offset by less favorable
product mix.
J. Landis Martin, TIMET's Chairman and CEO, said "We remain optimistic
about the balance of 1998 and 1999 and beyond. Our capital expenditures for new
equipment should be substantially complete in early 1999. Our SAP and "Year
2000" expenditures will begin to decline in the second half of next year as the
benefits from SAP begin to be realized. Assuming aircraft build rates remain
near current levels, our business should continue to be strong."
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, changes
in product pricing, and other risks and uncertainties included in the Company's
filings with the Securities and Exchange Commission. Actual results can differ
materially from those forecasted or expected.
TIMET, headquartered in Denver, Colorado, is a leading worldwide integrated
producer of titanium metal products.
NOTE: A conference call for the investment community will be held at 11:00
A.M., Eastern Daylight Time, on Thursday, July 23, 1998. On the conference call
will be Andrew R. Dixey, President and Chief Operating Officer and J. Thomas
Montgomery, Jr., Vice President-Finance and Treasurer. Participants can access
the call by dialing 1-888-227-4922 (domestically) and 212-293-3300
(internationally). A taped replay of the call will be available until 11:59
P.M., Eastern Daylight Time, on 8/23/98, by dialing 1-800-475-6701
(domestically) and 320-365-3844 (internationally), and using the access code of
399914.
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oo o o o
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TITANIUM METALS CORPORATION
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share data)
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<TABLE>
<CAPTION>
Quarter Ended Six Months
Ended
June 30, June 30,
1997 1998 1997 1998
<S> <C> <C> <C> <C>
Net sales $181.4 $190.8 $348.4 $377.9
Cost of sales 138.1 147.1 268.4 288.0
Selling, administrative and development
expense 10.7 14.2 20.8 28.4
Special charge - 6.0 - 6.0
Other income .3 .4 .2 -
Operating income 32.9 23.9 59.4 55.5
General corporate income 1.4 1.7 2.4 2.9
Interest expense .5 .5 1.1 .9
Pretax income 33.8 25.1 60.7 57.5
Income tax expense 10.7 8.6 19.0 19.6
Minority interest - Convertible Preferred
Securities, net of tax 2.2 2.2 4.4 4.4
Other minority interest .6 .5 1.2 1.4
Net income $ 20.3 $ 13.8 $ 36.1 $ 32.1
Diluted net income $ 22.5 $ 16.0 $ 40.5 $ 36.5
Earnings per share:
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Basic $ .65 $ .44 $1.15 $1.02
Diluted .61 .44 1.10 .99
Weighted average shares outstanding:
Common shares 31.5 31.5 31.5 31.5
Diluted shares 37.0 36.8 36.9 36.9
</TABLE>
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EXHIBIT 99.2
PRESS RELEASE
FOR IMMEDIATE RELEASE CONTACT:
Titanium Metals Corporation J. Thomas Montgomery, Jr.
1999 Broadway, Suite 4300 Vice President-Finance & Treasurer
Denver, Colorado 80202 303-296-5600
TIMET DECLARES DIVIDEND
DENVER, COLORADO . . . July 23, 1998 . . . Titanium Metals Corporation
(NYSE: TIE) announced today that its board of directors, at its most recent
meeting, declared a regular quarterly dividend of four cents ($0.04) per share
of common stock, payable on September 15, 1998, to stockholders of record as of
the close of business on September 1, 1998.
Titanium Metals Corporation, headquartered in Denver, Colorado, is a
leading worldwide integrated producer of titanium metal products.
.. .. .
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