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
October 27, 1999
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(Date of Report, date of earliest event reported)
TITANIUM METALS CORPORATION
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(Exact name of Registrant as specified in its charter)
Delaware 0-28538 13-5630895
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
1999 Broadway, Suite 4300, Denver, CO 80202
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(Address of principal executive offices) (Zip Code)
(303) 296-5600
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or address, if changed since last report)
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ITEM 5: OTHER EVENTS
On October 27, 1999 the Registrant issued the press release attached
hereto as Exhibit 99.1, which is incorporated herein by reference. The press
release relates to an announcement by Registrant regarding Registrant's 3rd
quarter 1999 results.
ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(C) EXHIBITS
Item No. Exhibit List
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99.1 Press release dated October 27, 1999 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.
TITANIUM METALS CORPORATION
(Registrant)
BY: /S/ ROBERT E. MUSGRAVES
Robert E. Musgraves
Vice President, General Counsel
and Secretary
Date: October 27, 1999
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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 ANNOUNCES THIRD QUARTER RESULTS
DENVER, COLORADO . . . October 27, 1999 . . . Titanium Metals Corporation
("TIMET") (NYSE: TIE) announced today a net loss of $.24 per share for the
quarter ended September 30, 1999. In the third quarter of 1998, TIMET reported
net income of $.50 per share. For the nine months ended September 30, 1999, the
Company reported a net loss of $.44 per share compared to net income of $1.49
per share in the 1998 period. Results in 1999 were worse than in 1998 primarily
due to the decline in volume caused by the previously-reported lower demand in
both aerospace and industrial markets.
Sales of $113 million in the third quarter of 1999 were 12% lower than
the second quarter of this year principally due to both lower sales volume and
to product mix changes, as lower priced industrial products represented a higher
percentage of mill product volume during the most recent quarter. The average
third quarter mill product selling price decreased from the second quarter
largely due to this mix change.
As previously reported, third quarter volumes were impacted by declines
in demand, including cancellations and push-outs by major aerospace customers,
and by production difficulties and inefficiencies in TIMET's North American
Operations. Yield, rework and deviated material costs were higher, plant
operating rates were lower and resumption of production following certain
maintenance shutdowns took longer than expected. TIMET is focusing additional
attention and resources on those areas where its operating performance requires
immediate improvement.
TIMET currently believes its fourth quarter results will improve
somewhat from third quarter levels, although the failure of a 2,500 ton press in
the Company's Toronto, Ohio mill products plant in mid-October may result in
lower sales volume. The Company is currently evaluating alternatives for
production originally scheduled on this press. As previously reported, TIMET is
considering further personnel reductions and rationalization of plant capacity
in light of its revised market outlook and, as a result, will likely incur a
restructuring charge in the fourth quarter of 1999. TIMET also currently
believes it will not meet all of the financial covenants in its principal bank
credit agreement at the end of 1999, and intends to seek to amend the credit
agreement.
J. Landis Martin, Chairman and CEO of TIMET said, "Next year presents
continuing challenges as the commercial aerospace market is expected to remain
depressed. Our results for next year will be heavily dependent upon volumes
actually ordered under our long-term agreements, particularly our contract with
Boeing. We are continuing to work with Boeing to both determine volume for next
year and to improve the way the contract is applied in order to achieve the
intended benefits to both parties."
TIMET's backlog at the end of September 1999 was approximately $260 million.
Comparable backlog at the end of September 1998 was $350 million.
The statements in this release relating to matters that are not
historical facts are forward-looking statements that represent management's
beliefs and assumptions based on currently available information.
Forward-looking statements can be identified by the use of words such as
"believes," "intends," "may," "will," "should," "anticipates" or comparable
terminology or by discussions of strategy. Although the Company believes that
the expectations reflected in such forward-looking statements are reasonable, it
cannot assure that these expectations will prove to be correct. Such statements
involve risks and uncertainties, including, but not limited to, the cyclicality
of the commercial aerospace industry, global economic conditions, global
productive capacity, changes in product pricing, "Year 2000" issues, and other
risks and uncertainties included in the Company's filings with the Securities
and Exchange Commission. Should one or more of these risks materialize (or the
consequences of such a development worsen), or should the underlying assumptions
prove incorrect, actual results could differ materially from those forecasted or
expected. The Company assumes no duty to update any forward-looking statements.
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 10:00 A.M.,
Eastern Time, on Wednesday, October 27, 1999. On the conference call will be J.
Landis Martin, Chairman and Chief Executive Officer, 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
1-800-288-9626 (domestically) and 612-332-0107 (internationally). A taped replay
of the call will be available until 12:00 P.M., Eastern Time, on November 27,
1999, by dialing 1-800-475-6701 (domestically) and 320-365-3844
(internationally), and using the access code 478414.
o o o o o
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TITANIUM METALS CORPORATION
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share data)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
September 30, September 30,
------------------------------- -----------------------------
1998 1999 1998 1999
---- ---- ---- ----
<S> <C> <C> <C> <C>
NET SALES $173.5 $112.7 $551.4 $374.5
COST OF SALES 130.5 108.7 418.4 344.5
SELLING, ADMINISTRATIVE AND DEVELOPMENT COSTS 16.4 11.3 44.8 36.7
SPECIAL CHARGE - - 6.0 -
OTHER EXPENSE (INCOME) (.7) .5 (.7) 1.5
-------------- ------------- ------------- ------------
OPERATING INCOME (LOSS) 27.3 (7.8) 82.9 (8.2)
GENERAL CORPORATE INCOME 2.1 1.9 5.0 3.5
INTEREST EXPENSE 1.3 2.1 2.3 5.0
-------------- ------------- ------------- ------------
PRETAX INCOME (LOSS) 28.1 (8.0) 85.6 (9.7)
INCOME TAX EXPENSE (BENEFIT) 9.6 (2.8) 29.1 (3.4)
Minority interest - Convertible Preferred Securities, net of
TAX 2.2 2.2 6.6 6.5
OTHER MINORITY INTEREST .2 .1 1.7 1.1
-------------- ------------- ------------- ------------
NET INCOME (LOSS) $ 16.1 $ (7.5) $ 48.2 $ (13.9)
============== ============= ============= ============
DILUTED NET INCOME (LOSS) $ 18.2 $ (5.3) $ 54.8 $ (7.4)
============== ============= ============= ============
Earnings (loss) per share:
BASIC $ .51 $ (.24) $ 1.53 $ (.44)
DILUTED .50 * 1.49 *
Weighted average shares outstanding:
COMMON SHARES 31.5 31.4 31.5 31.4
DILUTED SHARES 36.8 36.8 36.9 36.8
Mill product shipments:
VOLUME (METRIC TONS) 3,500 2,800 11,400 8,600
AVERAGE PRICE ($ PER KILOGRAM) $ 35.50 $ 31.75 $ 34.75 $ 33.75
<FN>
* Assumed conversion of Convertible Preferred Securities is antidilutive to earnings per share.
</FN>
</TABLE>
