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
April 27, 1999
(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)
<PAGE>
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 April 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 First Quarter
1999 financial results.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Item Exhibit List
<PAGE>
No.
99.1 Press release dated April 27, 1999 issued by
Registrant.
<PAGE>
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: April 27, 1999
<PAGE>
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 FIRST QUARTER RESULTS
DENVER, COLORADO . . . April 27, 1999 . . . Tremont Corporation (NYSE: TRE)
reported first quarter net income of $.3 million, or $.05 per diluted share,
compared to $50.7 million, or $7.22 per diluted share, for the same quarter in
1998.
The Company's equity in earnings of 39%-owned TIMET was a loss of $1.2
million in the first quarter of 1999 compared to income of $5.5 million in 1998.
TIMET reported a first quarter net loss of $3.9 million on sales of $134 million
compared to net income of $18.3 million on sales of $187 million for the
comparable 1998 period. TIMET's sales were 28% lower than the first quarter of
last year due principally to a 23% decline in mill products volume due to
reduced demand for both aerospace and industrial products. Average selling
prices in most product lines were lower than in the 1998 period, with changes in
mix resulting in a comparable overall average selling price. The lower volumes
and selling prices contributed significantly to TIMET's lower results. TIMET
reported that its previously announced plan of action designed to address
current market conditions is on schedule and that it currently expects to return
to profitability no later than the fourth quarter of 1999.
<PAGE>
The Company's equity in earnings of 20%-owned NL Industries was $1.8
million in the first quarter of 1999 compared to $46.8 million in 1998.
Approximately 95% of the Company's equity in earnings of NL for the first
quarter of 1998 was related to NL's $285 million after-tax gain on the sale of
its specialty chemicals operations. NL reported income from continuing
operations of $13.9 million in the first quarter of 1999 on sales of $202
million compared to $16.3 million on sales of $223 million in the first quarter
of 1998. NL's first quarter titanium dioxide pigments ("TiO2") sales volume
decreased 16% from the year-earlier period as worldwide demand weakened,
particularly in Europe. In response to this lower demand, NL reduced its
production rates to more closely match its sales volume. NL's first quarter
average selling prices for TiO2 were 5% higher than the first quarter of 1998
and were even with the third and fourth quarters of 1998.
The Company's equity in earnings of other joint ventures principally
represents earnings from its real estate development partnership.
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 NL's and
TIMET's business, TIMET's dependence on 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, NL's and TIMET's filings with the Securities and Exchange Commission.
Should one or more of these risks materialize (or the consequences of such a
<PAGE>
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.
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
<PAGE>
TREMONT CORPORATION
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share data)
Quarter Ended
March 31,
1998 1999
Equity in earnings (loss) of:
TIMET $ 5.5 $ (1.2)
NL Industries 46.8 1.8
Other 1.9 .7
54.2 1.3
Corporate expenses, net .1 .9
Income before taxes and minority 54.1 .4
interest
Income tax expense (benefit) 2.5 (.1)
Minority interest .5 .2
Income before extraordinary item 51.1 .3
Equity in extraordinary loss of NL-
early extinguishment of debt (.4) -
<PAGE>
Net income $ 50.7 $ .3
Net income per share:
Basic $ 7.51 $ .05
Diluted $ 7.22 $ .05
Weighted average shares outstanding:
Common shares 6.7 6.4
Diluted shares 6.9 6.5
<PAGE>
