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
February 6, 1998
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(Date of Report, date of earliest event reported)
TREMONT CORPORATION
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(Exact name of Registrant as specified in its charter)
Delaware 1-10126 76-0262791
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
<PAGE> 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)
Item 5: Other Events
On February 6, 1998, 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 settlement of a stockholder lawsuit.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Item Exhibit List
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No.
99.1 Press release dated February 6, 1998 issued by
Registrant.
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: February 6, 1998
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Exhibit 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE: CONTACT:
Tremont Corporation Robert E. Musgraves
1999 Broadway, Suite 4300 Vice President and General Counsel
Denver, Colorado 80202 (303) 296-5600
TREMONT ANNOUNCES SETTLEMENT OF STOCKHOLDER LAWSUIT
DENVER, COLORADO . . . February 6, 1998 . . . Tremont Corporation (NYSE:
TRE) announced today that Tremont and Valhi, Inc. have reached an agreement in
principle with plaintiff to settle the previously reported stockholder
derivative action pending in state court involving Tremont.
The litigation (Kahn v. Tremont Corporation, et al., pending in the
Delaware Court of Chancery) arose out of the 1991 sale by Valhi of approximately
15% of NL's outstanding common stock to Tremont. Under the memorandum of
understanding for the settlement, Valhi will transfer to Tremont 1.2 million NL
shares held by Valhi, subject to adjustment depending on the sales price of NL
shares at the time of closing, up to a maximum of 1.4 million shares and a
minimum of 1 million shares.
Tremont stated that Valhi and Tremont had settled in order to avoid the
burden and expense of further litigation. Tremont continues to believe that
neither Tremont nor any of its directors had engaged in any wrongdoing
associated with the transaction in question.
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The settlement is subject to approval by the court in which the case is
pending. If so approved, the closing under the settlement is expected to occur
in the third quarter of 1998. Completion of the settlement will result in
Tremont's holding approximately 20% of NL's outstanding common stock.
Tremont Corporation, headquartered in Denver, Colorado, is principally a
holding company with operations in the titanium metals business, conducted
through Titanium Metals Corporation, a 30% owned affiliate, and in the titanium
dioxide business, conducted through NL.
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