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, 2000
----------------------------------------------------------------
(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)
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)
<PAGE>
Item 5: Other Events
On April 27, 2000 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 1st
quarter financial results.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Item No. Exhibit List
-------- --------------------------------------------------------
99.1 Press release dated April 27, 2000 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 28, 2000
Exhibit 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE: CONTACT:
Tremont Corporation Mark A. Wallace
1999 Broadway, Suite 4300 Vice President and
Denver, Colorado 80202 Chief Financial Officer
(303) 296-5615
TREMONT REPORTS FIRST QUARTER RESULTS
DENVER, COLORADO . . . April 27, 2000 . . . Tremont Corporation (NYSE:
TRE) reported a net loss for the first quarter of 2000 of $1.8 million, or $.30
per share, compared to net income of $.3 million, or $.05 per share, for the
same quarter in 1999.
The Company's equity in earnings of 39%-owned TIMET was a loss of $4.0
million (before extraordinary item) in the first quarter of 2000 compared to a
loss of $1.2 million in 1999. TIMET reported a loss before special and
extraordinary items of $8.3 million compared to a loss of $3.9 million in the
first quarter of 1999. TIMET's net loss for the first quarter of 2000 was $15.1
million. TIMET sales of $104.7 million in the first quarter of 2000 were 22%
lower than the first quarter of last year, resulting principally from an 11%
decline in mill product sales volume and a 6% decline in average selling prices.
As compared to the fourth quarter of 1999, mill product sales volume in the
first quarter of 2000 declined 4%, while average selling prices increased 4%.
TIMET's first quarter results include pretax special items of $9.2 million,
consisting of restructuring charges of $3.7 million, equipment-related
impairment charges of $3.4 million and environmental remediation charges of $3.3
million, offset by a $1.2 million gain on the sale of its castings joint
venture. Additionally, TIMET reported an extraordinary item of $.9 million after
taxes related to the write-off of deferred financing costs associated with its
previous U.S. credit facility.
The Company's equity in earnings of 20%-owned NL Industries was $3.9
million in the first quarter of 2000 compared to $1.8 million in 1999. Operating
income of Kronos' titanium dioxide pigments ("TiO2") business in the first
quarter of 2000 increased 49% to $46.2 million compared to $31.0 million in the
first quarter of 1999. The improved operating income is primarily due to record
first-quarter sales volume and strong production volume. Kronos' first-quarter
sales volume increased 24% from the first quarter of 1999 and was even with the
fourth quarter of 1999, reflecting sustained strong demand in all major regions.
Kronos' first-quarter 2000 production volume was 16% higher than the comparable
1999 period with operating rates near full capacity versus 86% capacity
utilization in the first quarter of 1999. Kronos' average selling prices during
the first quarter of 2000 were even with the first quarter of 1999 and were 3%
higher than the fourth quarter of 1999.
The Company's equity in earnings of other joint ventures principally
represents earnings from its real estate development partnership. The Company's
effective tax rate for the first quarter of 2000 varies from the expected tax
rate because the Company is not currently recognizing deferred tax benefits with
respect to its equity in losses of TIMET.
The statements contained in this release 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," "looks," "should," "anticipates," "expected" or comparable terminology
or by discussions of strategy or trends. Although the Company believes that the
expectations reflected in such forward-looking statements are reasonable, it
cannot give any assurances that these expectations will prove to be correct.
Such statements by their nature involve substantial risks and uncertainties that
could significantly affect expected results. Actual future results could differ
materially from those described in such forward-looking statements, and the
Company disclaims any intention or obligation to update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise. Among the factors that could cause actual results to differ
materially are those discussed in this release and those described from time to
time in the Company's other filings with the Securities and Exchange Commission,
such as the cyclicality of TIMET's and NL's businesses, TIMET's dependence on
the aerospace industry, the sensitivity of TIMET's and NL's businesses to global
industry capacity, global economic conditions, changes in product pricing, the
performance of The Boeing Company and other aerospace manufacturers under their
long-term purchase agreements with TIMET, the impact of long-term contracts with
vendors on its ability to reduce or increase supply or achieve lower costs, the
possibility of labor disruptions, control by certain stockholders and possible
conflicts of interest, potential difficulties in integrating acquisitions,
uncertainties associated with new product development and the supply of raw
materials and services. 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.
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 The Landwell Company.
o o o o o
<PAGE>
TREMONT CORPORATION
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share data)
(Unaudited)
Quarters Ended
March 31,
---------------------------
1999 2000
Equity in earnings (loss) of:
TIMET $ (1.2) $ (4.0)
NL Industries 1.8 3.9
Other .7 .3
----------- ------------
1.3 .2
Corporate expenses, net .7 .5
Interest expense .2 .3
----------- ------------
Income (loss) before taxes
and minority interest .4 (.6)
Income tax expense (benefit) (.1) .8
Minority interest .2 .1
----------- ------------
Income (loss) before
extraordinary item .3 (1.5)
Equity in extraordinary loss of TIMET-
early extinguishment of debt - (.3)
----------- ------------
Net income (loss) $ .3 $ (1.8)
=========== ============
Earnings (loss) per share:
Before extraordinary item:
Basic $ .05 $ (.24)
Diluted $ .05 *
Net income (loss):
Basic $ .05 $ (.30)
Diluted $ .05 *
Weighted average shares outstanding:
Common shares 6.4 6.4
Diluted shares 6.5 6.4
* Antidilutive in 2000
