Tronox Holdings Plc · NYSE:TROX
Tronox — Merger or Acquisition (February 2015)
10 slides from Tronox's merger presentation, Feb 4, 2015
Slide 1: Tronox Announces Agreement to Acquire Alkali Chemicals from FMC Corporation
Tronox Announces Agreement to Acquire Alkali Chemicals from FMC Corporation February 4, 2015
Slide 2: Safe Harbor Statement
Safe Harbor Statement Statements in this presentation that are not historical are forward - looking statements within the meaning of the safe harbor provisions of the U . S . Private Securities Litigation Reform Act of 1995 . These forward - looking statements are based upon management's current bel
Slide 3: Transaction Overview
Transaction Overview • Tronox to acquire Alkali Chemicals from FMC Corporation for $ 1.64 billion in all - cash transaction • Funded through existing cash and ~$600 million debt pursuant to signed commitments from UBS Investment Bank, Credit Suisse and RBC Capital Markets • Accretive to Tronox EBITD
Slide 4: Alkali Chemicals brings strong historical earnings profile and cash flow stability
• Alkali Chemicals brings strong historical earnings profile and cash flow stability • Expected to be accretive to earnings, EBITDA and free cash flow upon closing – Expected to be approximately $0.50 accretive to EPS in the twelve months following closing – Estimated that Alkali Chemicals would hav
Slide 5: Alkali Chemicals
Alkali Chemicals Leading global position with sustaining structural cost advantage = stable margins, earnings and cash flow • Largest global producer of natural soda ash, accounting for ~25% of natural soda ash production ; natural soda ash made from mined and beneficiated trona ore • Blue chip cust
Slide 6: Alkali Chemicals Historical Performance
6 Free cash flow conversion (1) Revenue ($MM) $584 $625 $696 $738 $751 ~$800 2009 2010 2011 2012 2013 2014E 2009 2010 2011 2012 2013 2014E NA 1) Represents Adjusted EBITDA minus capital expenditures as a percent of Adjusted EBITDA Alkali Chemicals Historical Performance 70%
Slide 7: Tronox with Alkali Chemicals 2014E Pro Forma Revenue Composition
Pigments 44% Minerals 30% Soda Ash 19% Electrolytic 4% Specialty product 3% North America 57% APAC 22% EMEA 15% LATAM 6% 7 Tronox with Alkali Chemicals 2014E Pro Forma Revenue Composition – by Product 2014E Pro Forma Revenue Composition – by Geography
Slide 8: Purchase price funded with existing cash and committed debt
• $1.64 billion purchase price funded with existing cash reserves and debt pursuant to signed commitments – Combination of approximately $1.0 billion of available cash and approximately $600 million of new debt – New debt pursuant to signed commitments from UBS Investment Bank, Credit Suisse and RBC
Slide 9: Acquisition summary
• Acquisition of Alkali Chemicals funded through existing cash and ~$600 million debt pursuant to signed commitments from UBS Investment Bank , Credit Suisse and RBC Capital Markets • Accretive to Tronox EBITDA , free cash flow and earnings upon closing; expected to close in the first quarter of 201
Slide 10: Q&A Session
Q&A Session www.tronox.com Green River, WY