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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
May 7, 2025
KRONOS WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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1-31763 |
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76-0294959 |
(State or other jurisdiction of |
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(Commission |
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(IRS Employer |
incorporation) |
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File Number) |
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Identification No.) |
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5430 LBJ Freeway, Suite 1700, Dallas, Texas (Address of principal executive offices) |
75240-2620 (Zip Code) |
Registrant’s telephone number, including area code
(972) 233-1700
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Common Stock |
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KRO |
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New York Stock Exchange |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 |
Results of Operations and Financial Condition. |
The registrant hereby furnishes the information set forth in its press release entitled “Kronos Worldwide, Inc. Reports First Quarter 2025 Results” that the registrant issued on May 7, 2025, a copy of which is attached hereto as Exhibit 99.1 and incorporated herein by reference.
The press release the registrant furnishes as Exhibit 99.1 to this current report is not deemed “filed” for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Registration statements or other documents filed with the U.S. Securities and Exchange Commission shall not incorporate this information by reference, except as otherwise expressly stated in such filing.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits
Item No. |
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Description |
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99.1 |
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104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
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.
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KRONOS WORLDWIDE, INC. |
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(Registrant) |
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Date: May 7, 2025 |
By: |
/s/ Tim C. Hafer |
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Tim C. Hafer, |
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Executive Vice President and Chief Financial Officer |
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KRONOS WORLDWIDE, INC. REPORTS FIRST QUARTER 2025 RESULTS
DALLAS, TEXAS…May 7, 2025…Kronos Worldwide, Inc. (NYSE:KRO) today reported net income of $18.1 million, or $.16 per share, in the first quarter of 2025 compared to net income of $8.1 million, or $.07 per share, in the first quarter of 2024. Net income increased in the first quarter of 2025 as compared to the first quarter of 2024 primarily due to higher income from operations as a result of higher sales and production volumes, higher average TiO2 selling prices, and decreases in per metric ton production costs (primarily raw materials, utilities and unabsorbed fixed costs due to improved operating rates in 2025). Comparability of our results was also impacted by the effects of changes in currency exchange rates. As previously reported, effective July 16, 2024, we acquired the 50% joint venture interest in Louisiana Pigment Company, L.P. (“LPC”) previously held by Venator Investments, Ltd. Prior to the acquisition, we held a 50% joint venture interest in LPC. Following the acquisition, LPC became a wholly-owned subsidiary of ours. We accounted for the acquisition as a business combination. The results of operations of LPC have been included in our results of operations beginning as of the acquisition date.
Net sales of $489.8 million in the first quarter of 2025 were $11.0 million, or 2%, higher than in the first quarter of 2024. Net sales increased in the first quarter of 2025 compared to the first quarter of 2024 primarily due to the effects of higher sales volumes in our North American and European markets somewhat offset by lower sales volumes in our export markets, higher average TiO2 selling prices and changes in product mix. We started 2025 with average TiO2 selling prices 2% higher than at the beginning of 2024 but our average TiO2 selling prices declined 3% during the first quarter of 2025 due to market pressure in certain regions and a less favorable product sales mix. Our average TiO2 selling prices in the first quarter of 2025 were 2% higher than the average prices during the first quarter of 2024. Fluctuations in currency exchange rates (primarily the euro) also affected net sales comparisons, decreasing net sales by approximately $11 million in first quarter of 2025 as compared to the first quarter of 2024. The table at the end of this press release shows how each of these items impacted net sales.
Our TiO2 segment profit (see description of non-GAAP information below) in the first quarter of 2025 was $41.6 million as compared to segment profit of $23.4 million in the first quarter of 2024. Segment profit increased in the first quarter of 2025 compared to the first quarter of 2024 primarily due to higher income from operations due to effects of higher sales and production volumes, higher average TiO2 selling prices, and decreases in per metric ton production costs (primarily raw materials, utilities and unabsorbed fixed costs due to improved operating rates in 2025). TiO2 production volumes were 18% higher in the first quarter of 2025 compared to the first quarter of 2024. We operated our production facilities at overall average capacities of 93% and 87% in the first quarters of 2025 and 2024, respectively. Fluctuations in currency exchange rates (primarily the euro) decreased our segment profit by approximately $5 million in the first quarter of 2025 as compared to the first quarter of 2024.
Our net income before interest expense, income taxes and depreciation and amortization expense (EBITDA) (see description of non-GAAP information below) in the first quarter of 2025 was $51.2 million compared to EBITDA of $31.7 million in the first quarter of 2024.
Our income from operations in the first quarter of 2024 includes an aggregate charge related to a write-off of deferred financing costs of $1.5 million ($1.1 million, or $.01 per share, net of income tax benefit).
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. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we 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 impact expected results, and actual future results could differ materially from those described in such forward-looking statements. While it is not possible to identify all factors, we continue to face many risks and uncertainties. The factors that could cause actual future results to differ materially include, but are not limited to, the following:
| ● | Future supply and demand for our products; |
| ● | Our ability to realize expected cost savings from strategic and operational initiatives; |
| ● | Our ability to integrate acquisitions, including Louisiana Pigment Company, L.P., into our operations and realize expected synergies and innovations; |
| ● | The extent of the dependence of certain of our businesses on certain market sectors; |
| ● | The cyclicality of our business; |
| ● | Customer and producer inventory levels; |
| ● | Unexpected or earlier-than-expected industry capacity expansion; |
| ● | Changes in raw material and other operating costs (such as energy and ore costs); |
| ● | Changes in the availability of raw materials (such as ore); |
| ● | General global economic and political conditions that harm the worldwide economy, disrupt our supply chain, increase material and energy costs or reduce demand or perceived demand for our TiO2 products or impair our ability to operate our facilities (including changes in the level of gross domestic product in various regions of the world, tariffs, natural disasters, terrorist acts, global conflicts and public health crises); |
| ● | Operating interruptions (including, but not limited to, labor disputes, leaks, natural disasters, fires, explosions, unscheduled or unplanned downtime, transportation interruptions, certain regional and world events or economic conditions and public health crises); |
| ● | Technology related disruptions (including, but not limited to, cyber-attacks; software implementation, upgrades or improvements; technology processing failures; or other events) related to our technology infrastructure that could impact our ability to continue operations, or at key vendors which could impact our supply chain, or at key customers which could impact their operations and cause them to curtail or pause orders; |
| ● | Competitive products and substitute products; |
| ● | Competition from Chinese suppliers with less stringent regulatory and environmental compliance requirements; |
| ● | Customer and competitor strategies; |
| ● | Potential consolidation of our competitors; |
| ● | Potential consolidation of our customers; |
| ● | The impact of pricing and production decisions; |
| ● | Competitive technology positions; |
| ● | Potential difficulties in upgrading or implementing accounting and manufacturing software systems; |
| ● | The introduction of new, or changes in existing, tariffs, trade barriers or trade disputes (including tariffs imposed by the U.S. federal government on imports from Canada and/or Europe, where we have a manufacturing facilities); |
| ● | Fluctuations in currency exchange rates (such as changes in the exchange rate between the U.S. dollar and each of the euro, the Norwegian krone and the Canadian dollar and between the euro and the Norwegian krone), or possible disruptions to our business resulting from uncertainties associated with the euro or other currencies; |
| ● | Our ability to renew or refinance credit facilities or other debt instruments in the future; |
| ● | Changes in interest rates; |
| ● | Our ability to comply with covenants contained in our revolving bank credit facility; |
| ● | Our ability to maintain sufficient liquidity; |
| ● | The ultimate outcome of income tax audits, tax settlement initiatives or other tax matters, including future tax reform; |
| ● | Our ability to utilize income tax attributes, the benefits of which may or may not have been recognized under the more-likely-than-not recognition criteria; |
| ● | Environmental matters (such as those requiring compliance with emission and discharge standards for existing and new facilities); |
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| ● | Government laws and regulations and possible changes therein including new environmental, sustainability, health and safety, or other regulations (such as those seeking to limit or classify TiO2 or its use); and |
| ● | Pending or possible future litigation or other actions. |
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 disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of changes in information, future events or otherwise.
In an effort to provide investors with additional information regarding the Company's results of operations as determined by accounting principles generally accepted in the United States of America (GAAP), the Company has disclosed certain non-GAAP information which the Company believes provides useful information to investors:
| ● | The Company discloses segment profit, which is used by the Company’s management to assess the performance of the Company’s TiO2 operations. The Company believes disclosure of segment profit provides useful information to investors because it allows investors to analyze the performance of the Company’s TiO2 operations in the same way that the Company’s management assesses performance. The Company defines segment profit as net income before income tax expense and certain general corporate items. These general corporate items include corporate expense and the components of other income (expense) except for trade interest income; and |
| ● | The Company discloses EBITDA, which is also used by the Company’s management to assess the performance of the Company’s TiO2 operations. The Company believes disclosure of EBITDA provides useful information to investors because it allows investors to analyze the performance of the Company’s TiO2 operations in the same way that the Company’s management assesses performance. The Company defines EBITDA as net income before interest expense, income taxes and depreciation and amortization expense. |
Kronos Worldwide, Inc. is a major international producer of titanium dioxide products.
Investor Relations Contact:
Bryan A. Hanley
Senior Vice President & Treasurer (In millions, except per share and metric ton data)
Tel: (972) 233-1700
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KRONOS WORLDWIDE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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Three months ended |
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March 31, |
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2024 |
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2025 |
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(unaudited) |
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Net sales |
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$ |
478.8 |
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$ |
489.8 |
Cost of sales |
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407.3 |
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383.0 |
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Gross margin |
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71.5 |
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106.8 |
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Selling, general and administrative expense |
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54.2 |
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61.6 |
Other operating income (expense): |
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Currency transactions, net |
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5.8 |
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(4.3) |
Other income (expense), net |
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(.1) |
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.5 |
Corporate expense |
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(3.5) |
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(3.0) |
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Income from operations |
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19.5 |
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38.4 |
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Other income (expense): |
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Trade interest income |
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.4 |
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.2 |
Other interest and dividend income |
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.9 |
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.2 |
Marketable equity securities |
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.3 |
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(1.0) |
Other components of net periodic pension |
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(.3) |
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(.5) |
Interest expense |
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(9.2) |
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(11.6) |
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Income before income taxes |
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11.6 |
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25.7 |
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Income tax expense |
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3.5 |
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7.6 |
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Net income |
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$ |
8.1 |
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$ |
18.1 |
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Net income per basic and diluted share |
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$ |
.07 |
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$ |
.16 |
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Weighted average shares used in the |
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115.0 |
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115.0 |
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TiO2 data - metric tons in thousands: |
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Sales volumes |
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130 |
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136 |
Production volumes |
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121 |
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143 |
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KRONOS WORLDWIDE, INC.
RECONCILIATION OF INCOME FROM
OPERATIONS TO SEGMENT PROFIT
(In millions)
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Three months ended |
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March 31, |
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2024 |
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2025 |
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(unaudited) |
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Income from operations |
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$ |
19.5 |
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$ |
38.4 |
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Adjustments: |
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Trade interest income |
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.4 |
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.2 |
Corporate expense |
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3.5 |
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3.0 |
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Segment profit |
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$ |
23.4 |
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$ |
41.6 |
RECONCILIATION OF NET INCOME TO EBITDA
(In millions)
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Three months ended |
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March 31, |
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2024 |
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2025 |
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(unaudited) |
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Net income |
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$ |
8.1 |
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$ |
18.1 |
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Adjustments: |
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Depreciation expense |
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10.9 |
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13.9 |
Interest expense |
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9.2 |
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11.6 |
Income tax expense |
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3.5 |
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7.6 |
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EBITDA |
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$ |
31.7 |
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$ |
51.2 |
IMPACT OF PERCENTAGE CHANGE IN NET SALES
(unaudited)
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Three months ended |
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March 31, |
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2025 vs. 2024 |
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Percentage change in net sales: |
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TiO2 sales volume |
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5 |
% |
TiO2 product pricing |
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2 |
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TiO2 product mix/other |
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(2) |
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Changes in currency exchange rates |
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(3) |
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Total |
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2 |
% |
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