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)
TREMONT CORPORATION
(Exact name of Registrant as specified in its charter)
Delaware 1-10126 76-0262791
(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.
TREMONT 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:
Tremont Corporation J. Thomas Montgomery, Jr.
1999 Broadway, Suite 4300 Vice President, Controller and Treasurer
Denver, Colorado 80202 (303) 296-5617
TREMONT REPORTS HIGHER SECOND QUARTER EARNINGS
DENVER, COLORADO . . . July 23, 1998 . . . Tremont Corporation (NYSE: TRE)
reported second quarter net income of $5.9 million, or $.86 per diluted share,
compared to $4.4 million, or $.58 per diluted share, for the same quarter in
1997.
The Company's equity in earnings of 30%-owned TIMET was $4.2 million in the
second quarter of 1998 compared to $6.1 million in 1997. TIMET reported second
quarter net income of $13.8 million in 1998 on sales of $191 million, down from
net income of $20.3 million on sales of $181 million for the second quarter of
1997. TIMET's results for the second quarter of 1998 include a special charge
of $6 million related to the previously reported closing of its Pomona,
California castings and melting facility. Excluding the special charge, TIMET's
second quarter results approximated those of the first quarter of 1998.
The Company's equity in earnings of 18%-owned NL Industries, Inc. was $3.4
million in the second quarter of 1998 compared to a loss of .4 million for the
same quarter of 1997. NL reported income from continuing operations of $23.4
million in the second quarter of 1998 on sales of $242 million compared to a
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loss from continuing operations of $3.4 million on sales of $214 million in the
second quarter of 1997. NL reported second quarter titanium dioxide pigments
("TiO2") sales volumes in 1998 that approximated record second quarter sales
volumes in 1997. NL's second quarter average selling prices for TiO2 were 18%
higher than the second quarter of 1997 and 3% higher than the first quarter of
1998.
The Company's equity in earnings of other joint ventures principally
represents earnings from its real estate development partnership. The Company's
income tax rate varies from the statutory rate primarily because no income tax
provision is currently required on its equity in NL's earnings or losses. The
Company's net proceeds of $19 million related to the previously reported
settlement of a stockholder derivative lawsuit (~Kahn~) are reported as a direct
increase in equity and consequently is not a component of net income.
Tremont, headquartered in Denver, Colorado, is principally a holding
company with operations in the titanium metals business, conducted through
TIMET, in the TiO2 business, conducted through NL, and in real estate
development, conducted through Victory Valley Land Company, L.P.
oo o o o
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TREMONT 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>
Equity in earnings (loss) of:
TIMET $ 6.1 $ 4.2 $ 10.9 $ 9.7
NL Industries (.4) 3.4 (7.6) 50.2
Other .4 .2 4.3 2.1
6.1 7.8 7.6 62.0
Corporate income (expense),
net 1.1 (.3) 1.1 (.4)
Income before taxes and
minority interest 7.2 7.5 8.7 61.6
Income tax expense 2.7 1.6 5.6 4.1
Minority interest .1 - 1.1 .5
Income before
extraordinary item 4.4 5.9 2.0 57.0
Equity in extraordinary loss
of NL-
early extinguishment of
debt - - - (.4)
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Net income $ 4.4 $ 5.9 $ 2.0 $ 56.6
Earnings per share:
Before extraordinary
item:
Basic $ .62 $ .88 $ .28 $ 8.47
Diluted $ .58 $ .86 $ .24 $ 8.15
Net income:
Basic $ .62 $ .88 $ .28 $ 8.41
Diluted $ .58 $ .86 $ .24 $ 8.09
Weighted average shares
outstanding:
Common shares 7.1 6.7 7.3 6.7
Diluted shares 7.3 6.9 7.4 6.9
</TABLE>
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EXHIBIT 99.2
PRESS RELEASE
FOR IMMEDIATE RELEASE CONTACT:
Tremont Corporation J. Thomas Montgomery, Jr.
1999 Broadway, Suite 4300 Vice President-Controller & Treasurer
Denver, Colorado 80202 303-296-5600
TREMONT DECLARES DIVIDEND
DENVER, COLORADO . . . July 23, 1998 . . . Tremont Corporation (NYSE: TRE)
announced today that its board of directors, at its most recent meeting,
declared a regular quarterly dividend of seven cents ($0.07) per share of common
stock, payable on September 30, 1998, to stockholders of record as of the close
of business on September 15, 1998.
Tremont Corporation, headquartered in Denver, Colorado, is principally a
holding company with operations in the titanium metals business, conducted
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through Titanium Metals Corporation, the titanium dioxide business, conducted
through NL Industries, Inc., and real estate development, conducted through
Victory Valley Land Company, L.P.
.. .. .
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