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
December 22, 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 December 22, 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
estimated fourth 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 December 22, 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: December 22, 1999
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 EXPECTS RESULTS TO WEAKEN FURTHER
DENVER, COLORADO . . . December 22, 1999 . . . Titanium Metals Corporation
("TIMET") (NYSE: TIE) announced today that it estimates sales for the fourth
quarter of 1999 will approximate $95 million to $100 million, the lowest
quarterly sales amount in four years. Customers continue to postpone or cancel
orders, and new demand remains weak. The decline in volume, coupled with
continuing production cost variances in TIMET's North American Operations, is
expected to result in fourth quarter losses (before special charges discussed
below) of $.30 to $.35 per share compared to the third quarter loss of $.24 per
share.
In addition, TIMET expects to record pretax charges of approximately $11
million to $13 million related to workforce and facilities rationalization,
asset dispositions and impairments, and additional slow-moving inventory
provisions. The workforce reductions represent 6% of third quarter worldwide
employment levels, and are expected to be completed by early 2000.
As previously reported, results for 2000 are heavily dependent upon volume
under long-term agreements with aerospace customers, particularly Boeing. As of
today, TIMET does not have a significant amount of Boeing orders for next year.
While the Company is continuing to work with Boeing to determine volumes for
2000, Boeing has recently indicated to the Company that due to Boeing's current
inventory reduction efforts Boeing does not presently foresee a need for
meaningful volumes of titanium products under its long-term agreement with TIMET
for 2000 or 2001. Boeing has also indicated to the Company that it intends to
seek relief from its obligations under its contracts with TIMET and other
titanium suppliers. The Company is presently evaluating its options in light of
this information from Boeing. The Company may be required to take additional
rationalization actions that would result in further charges in the first
quarter of 2000.
TIMET is continuing to negotiate the terms of a new three-year, $125
million, U.S. asset-based credit agreement and for an increase in its U.K.
credit line. The Company believes these proposed new facilities, currently
expected to be finalized in February 2000, will provide the Company with the
liquidity it needs during the current difficult market and operating
environment.
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, the performance of Boeing and other aerospace manufacturers
under their long-term purchase agreements with the Company, 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.
