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
October 18, 2001
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(Date of Report, date of earliest event reported)
TITANIUM METALS CORPORATION
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(Exact name of Registrant as specified in its charter)
Delaware 0-28538 13-5630895
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification
Incorporation) Number)
1999 Broadway, Suite 4300, Denver, CO 80202
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(Address of principal executive offices) (Zip Code)
(303) 296-5600
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or address, if changed since last report)
Item 5: Other Events
On October 18, 2001 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 of its third quarter financial results
for 2001.
Item 7: Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Item No. Exhibit List
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99.1 Press Release dated October 18, 2001 issued by Registrant
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.
TITANIUM METALS CORPORATION
(Registrant)
By: /s/ Joan H. Prusse
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Joan H. Prusse
Vice President, Deputy General Counsel
and Secretary
Date: October 18, 2001
Exhibit 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE: CONTACT:
Titanium Metals Corporation Mark A. Wallace
1999 Broadway, Suite 4300 Executive Vice President
Denver, Colorado 80202 and Chief Financial Officer
(303) 296-5615
TIMET ANNOUNCES THIRD QUARTER RESULTS
DENVER, COLORADO . . . October 18, 2001 . . . Titanium Metals Corporation
("TIMET" or the "Company") (NYSE: TIE) reported net income for the third quarter
of 2001 of $4.3 million, or $.14 per share, compared to a net loss in the third
quarter of 2000 of $7.9 million, or $.25 per share.
Sales of $126.4 million in the third quarter of 2001 were 18% higher than
the year-ago period. This resulted principally from a 3% increase in mill
product selling prices (expressed in U.S. dollars using actual foreign currency
exchange rates prevailing during the respective periods), a 6% increase in mill
product sales volume and favorable product mix. In billing currencies (which
exclude the effects of foreign currency translation), mill product selling
prices increased 5%. Melted product (ingot and slab) sales volume increased 42%
and melted product selling prices increased 13% from year-ago levels.
As compared to the second quarter of 2001, third quarter sales were 5%
higher principally reflecting a 30% increase in melted product sales volume and
a 4% increase in melted product selling prices. In addition, sales increased due
to a 3% increase in mill product selling prices (expressed in U.S. dollars) and
favorable product mix, partially offset by a 1% decrease in mill product sales
volume. In billing currencies, mill product selling prices also increased 3%.
TIMET's backlog at the end of September 2001 was approximately $315 million
compared to $300 million at the end of June 2001 and $200 million at the end of
September 2000.
J. Landis Martin, Chairman and Chief Executive Officer of TIMET said, "Our
operating results showed marked improvement during the third quarter of 2001 as
our Company returned to profitability. Unfortunately, the tragic events of
September 11 will have a significant adverse effect on the commercial aerospace
industry, which will likely impact our business as early as the fourth quarter
of this year. We are currently developing plans to respond to these business
conditions and will evaluate workforce reductions, product line and facility
consolidations, and other cost control measures. Accordingly, restructuring,
asset impairment, and other special charges may impact our results in the fourth
quarter of 2001 and next year as well."
Mr. Martin added, "We intend to continue to invest in those areas that hold
meaningful growth opportunities, including the automotive, military and energy
markets. Although recent events have changed the near-term outlook for our
business, TIMET has a strong balance sheet and intends to take decisive action
to deal with the challenges presented to us."
Page 2 of 3
The statements in this release and the conference call 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," "looks," "should," "could," "anticipates,"
"expects" 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 risks and
uncertainties including, but not limited to, the cyclicality of the commercial
aerospace industry, the performance of aerospace manufacturers under their
long-term purchase agreements with the Company, the difficulty in forecasting
demand for titanium products, global economic conditions, global productive
capacity for titanium, changes in product pricing, the impact of long-term
contracts with vendors on the ability of the Company to reduce or increase
supply or achieve lower costs, the possibility of labor disruptions,
fluctuations in currency exchange rates, control by certain stockholders and
possible conflicts of interest, uncertainties associated with new product
development, the supply of raw materials and services, changes in raw material
and other operating costs (including energy costs) and other risks and
uncertainties included in the Company's filings with the Securities and Exchange
Commission. 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 assumes no duty to update any forward-looking statements.
As previously announced, TIMET will host a conference call to discuss its
third quarter results on Thursday, October 18, 2001 at 10:00 AM (EDT). On the
conference call will be J. Landis Martin, Chairman and Chief Executive Officer,
and Mark A. Wallace, Chief Financial Officer. Participants can access the call
by dialing (888) 428-4470 (domestic) or (612) 332-1210 (international). A taped
replay of the call will begin on October 18, 2001 at 1:30 p.m. (EDT) and end on
October 25, 2001 at 11:59 p.m. (EDT). Participants can access the replay by
dialing (800) 475-6701 (domestic) or (320) 365-3844 (international) with access
code 606804.
TIMET, headquartered in Denver, Colorado, is a leading worldwide integrated
producer of titanium metal products. Information on TIMET is available on the
World Wide Web at http://www.timet.com/.
o o o o o
TITANIUM METALS CORPORATION
SUMMARY OF CONSOLIDATED OPERATIONS
(In millions, except per share data)
(Unaudited)
Three Months Ended Nine Months Ended
September 30, September 30,
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2001 2000 2001 2000
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Net sales $ 126.4 $ 106.8 $ 370.5 $ 320.3
Cost of sales 105.6 103.1 345.9 318.7
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Gross margin 20.8 3.7 24.6 1.6
Selling, general, administrative and development expense 11.6 11.3 43.4 33.8
Other expense (income) (.7) .1 (75.4) .5
Restructuring charge (credit) - - (.2) 2.8
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Operating income (loss) 9.9 (7.7) 56.8 (35.5)
General corporate income 1.3 1.3 5.3 4.8
Interest expense .7 1.9 3.3 6.0
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Pretax income (loss) 10.5 (8.3) 58.8 (36.7)
Income tax expense (benefit) 3.7 (2.9) 20.7 (12.8)
Minority interest - Convertible Preferred Securities, net of tax 2.2 2.2 6.8 6.5
Other minority interest .3 .3 1.0 1.2
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Income (loss) before extraordinary item 4.3 (7.9) 30.3 (31.6)
Extraordinary item - early extinguishment of debt, net of tax - - - (.9)
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Net income (loss) $ 4.3 $ (7.9) $ 30.3 $ (32.5)
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Earnings (loss) per share:
Basic:
Before extraordinary item $ .14 $ (.25) $ .96 $ (1.01)
Extraordinary item - - - (.03)
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$ .14 $ (.25) $ .96 $ (1.04)
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Diluted:
Before extraordinary item $ .14 $ (.25) $ .95 $ (1.01)
Extraordinary item - - - (.03)
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$ .14 $ (.25) $ .95 $ (1.04)
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Weighted average shares outstanding:
Basic 31.5 31.4 31.5 31.4
Diluted 31.8 31.4 31.8 31.4
Mill product shipments:
Volume (metric tons) 3,015 2,840 9,245 8,430
Average price ($ per kilogram) $ 30.20 $ 28.20 $ 29.70 $ 29.20
Melted product shipments:
Volume (metric tons) 1,345 950 3,415 2,445
Average price ($ per kilogram) $ 14.80 $ 13.85 $ 14.35 $ 13.85