Tronox Holdings Plc · NYSE:TROX
Tronox — Deutsche Bank Global Industrial & Basic Materials Conference 2012
27 slides from Tronox's conference presentation, Jun 15, 2012
Slide 1: Deutsche Bank Global Industrial & Basic Materials Conference
Filed by Tronox Incorporated Pursuant to Rule 425 of the Securities Act of 1933, as amended Subject Company: Tronox Incorporated (File No: 001-32669) Tom Casey, Chairman and CEO Deutsche Bank Global Industrial & Basic Materials Conference June 14, 2012 1
Slide 2: Forward-Looking Statements
Forward-Looking Statements This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward- looking statements are typically identified by words or phrases such as “may,” “will,” “anticipate,” “estimate,” “expect,” “project,” “int
Slide 3: Additional Information & Non-GAAP Financial Measures
Additional Information & Non-GAAP Financial Measures Additional Information and Where to Find It This document does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any juris
Slide 4: Tronox Overview
Tronox Overview • Tronox Incorporated and Exxaro Mineral Sands Global Leadership are scheduled to close on Friday, June 15, 2012 to form Tronox Limited (“Tronox” or “the Company”), the only fully integrated global 3rd largest global producer and producer and marketer of TiO2 and mineral sands market
Slide 5: Combination to Form the Only Fully Integrated Global Pigment and Mineral Sands Platform
Combination to Form the Only Fully Integrated Global Pigment and Mineral Sands Platform… Pigment Facilities Location Capacity (MT) Hamilton 225,000 Botlek 90,000 Tiwest (Kwinana) 150,000 Total 465,000 Mineral Sands Facilities Namakwa Sands Capacity (MT) Botlek, The Netherlands Slag 160,000 Oklahoma
Slide 6: ….With Attractive Vertical Integration
….With Attractive Vertical Integration Tronox is long titanium feedstock, giving the Company significant advantages compared to its peers, especially in a today’s rising ore pricing environment Pre-Merger Tronox(000’s tonnes of ore) Post-Merger Tronox(000’s tonnes of ore) 723 512 429 200 Tronox Tita
Slide 7: New Tronox Pro Forma Financials
New Tronox Pro Forma Financials Pro Forma Revenue Pro Forma Adjusted EBITDA $ 844 $ 2,306 37% $ 1,681 151% $ 336 37% 20% 2010 2011 2010 2011 Adjusted EBITDA Margin 7
Slide 8: Key Investment Highlights
Key Investment Highlights Best Positioned to Capitalize on Trends in Mineral Sands, TiO2 & Zircon Industries Leading Global Market Position Vertically Integrated Platform Assures Security of Titanium Feedstock Supply and Margin Capture at Both Levels of the Supply Chain Low Cost and Efficient Produc
Slide 9: TiO2 Pigment Operations
TiO2 Pigment Operations ($US in millions) Overview 2011 Sales Volume by Geography Leading Global TiO2 producer One of the largest global TiO 2 producers and marketers with 8% share of global capacity Focused primarily on coatings, plastics and paper laminates Efficient, low-cost manufacturing footpr
Slide 10: Low Cost and Efficient Production Network
Low Cost and Efficient Production Network The Company’s TiO 2 operations are among the lowest cost producers of TiO2 globally Vertically Network of TiO2 and titanium feedstock facilities gives Tronox the flexibility to optimize asset and Integrated feedstock utilization Production Ability to generat
Slide 11: Long-Standing Blue Chip TiO2 Customer Relationships
Long-Standing Blue Chip TiO 2 Customer Relationships Tronox’s Blue Chip Customer Relationships Tronox has supplied each of its top ten TiO2 customers for over ten years Diversified customer base of approximately 1,000 customers in over 90 countries Customers include market leaders in each of the maj
Slide 12: Tronox Mineral Sands Operations
Tronox Mineral Sands Operations Overview Production Facilities Tronox Mineral Sands comprises three mining Namakwa Northern operations: KZN Sands and Namakwa Sands located Capacity (MT) Sands Operations KZN Sands¹ Total in South Africa and Tiwest located in Australia Slag 160,000 220,000 380,000 Zir
Slide 13: Tronox Mining Operations
Tronox Mining Operations KZN Sands Namakwa Sands Tiwest KZN Sands operations are located on the East Coast of South Africa Namakwa sands operations are on the Tiwest operations are located in Western KZN Sands operations comprise four coastal plain along the west coast of Australia phases: South Afr
Slide 14: Tronox Mineral Resources & Reserves
Tronox Mineral Resources & Reserves 1 2 3 Resources (metric million tonnes) Reserves (ROM) LoMP % llmenite Operation4 (Years) 5 Measured Indicated Inferred Total (Total) Proven6 Probable7 Total % THM KZN Sands Hillendale 1.5 24.6 - - 24.6 2.76 7.3 - 7.3 5.88 Fairbreeze 15 156.1 55.7 9.0 220.9 3.76 1
Slide 15: Significant TiO2 Pigment Capacity Reductions
Significant TiO 2 Pigment Capacity Reductions During the last cycle, over 380,000 MT of capacity was taken out of market, which Tronox estimates to be approximately a 7% reduction Bringing new capacity online requires significant capex, long lead time and difficult to achieve permitting (in particul
Slide 16: Rising Demand from Emerging Markets
Rising Demand from Emerging Markets… Significant long-term TiO 2 consumption growth expected from emerging markets TiO 2 usage per capita in the major emerging markets, particularly in China and India, is significantly below that seen in most Western countries TiO2 Consumption per Capita and Growth
Slide 17: Mineral Sands Market
Mineral Sands Market Mineral Sands industry encompasses producers of titanium raw material including ilmenite, titanium slag, rutile, synthetic rutile, and leucoxene Zircon is a key co-product of titanium mining Industry has benefited from favorable supply / demand characteristics for both high-grad
Slide 18: Constrained Feedstock Environment is Expected to Persist
Constrained Feedstock Environment is Expected to Persist Ore supply is tight, creating a favorable pricing environment for the foreseeable future 1 Fundamentals for titanium feedstocks remain strong, Global Supply / Demand for Titanium Feedstock despite recent softening in China Developing countries
Slide 19: Zircon Market Overview
Zircon Market Overview Overview Fundamentals Remain Strong Zircon is a mineral often produced as a co- Following three consecutive quarters of product of TiO 2 minerals primarily in Australia substantial price movements for zircon, there and South Africa was a moderation in the price increase for Q4
Slide 20: Structural Shift in the Industry Expected to Continue to Drive TiO2 Prices Higher
Structural Shift in the Industry Expected to Continue to Drive TiO 2 Prices Higher As a result of strong underlying demand, a lack of capacity and overall structural shift in the industry, TiO 2 prices have increased significantly and are expected to remain high Material increases in supply will be
Slide 21: Key Investment Highlights
Key Investment Highlights Best Positioned to Capitalize on Trends in Mineral Sands, TiO2 & Zircon Industries Leading Global Market Position Vertically Integrated Platform Assures Security of Titanium Feedstock Supply and Margin Capture at Both Levels of the Supply Chain Low Cost and Efficient Produc
Slide 22: Appendix
Appendix 22
Slide 23: Acquisition of Exxaro Mineral Sands
Acquisition of Exxaro Mineral Sands Transaction Overview Tronox Pro Forma Corporate Structure On September 26, 2011, Tronox entered into a definitive agreement to acquire Exxaro Resources’ (“Exxaro”) mineral Current 100.0% of sands operations, which will create the world’s largest vertically- Tronox
Slide 24: Exxaro Transaction Detail
Exxaro Transaction Detail Transaction Structure Detail Current Tronox shareholders to exchange existing common stock for new Class A shares in Tronox Limited, a newly-formed Australian-domiciled corporation and $12.50 per share Option to receive exchangeable shares with right to exchange later into
Slide 25: Key Governance Terms
Key Governance Terms 9 member board comprising: 6 Class A directors (nominated by Tronox) Management and Pro 3 Class B directors (nominated by Exxaro) Forma Board of Tom Casey to remain Chairman & CEO of combined company Directors Key members of Exxaro's senior management expected to join Tronox inc
Slide 26: Key Governance Terms (cont'd)
Key Governance Terms (cont’d) Limited significant matters require supermajority (6 of 9) approval at board level, including: Limited Board Change in Executive Management Supermajority Material acquisitions / dispositions Matters Sale of the Company Decision to pay dividends Class voting (approval of
Slide 27: Tronox Mineral Resources & Reserves Endnotes
Tronox Mineral Resources & Reserves Endnotes 1 Mineral Resources are quoted inclusive of mineral resources that have been modified to ore reserves. 2 Tonnages are quoted in metric million tonnes. 3 "ROM" stands for Run of Mine, which is a mining term that means a stockpile of ore that has been creat
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