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) October 11, 2005
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 jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1999 Broadway, Ste. 4300, Denver, Colorado 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 296-5600
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(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. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
Item 7.01 Regulation FD Disclosure.
The registrant hereby furnishes the information set forth in its press
release issued on October 11, 2005, a copy of which is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
The information, including the exhibit, the registrant furnishes in this
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
Securities and Exchange Commission shall not incorporate this information by
reference, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Item No. Exhibit Index
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99.1 Press Release dated October 11, 2005.
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)
/s/ Matthew O'Leary
Matthew O'Leary
Corporate Attorney and Assistant Secretary
Date: October 12, 2005
INDEX TO EXHIBITS
Exhibit No. Description
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99.1 Press Release dated October 11, 2005.
EXHIBIT 99.1
PRESS RELEASE
FOR IMMEDIATE RELEASE: CONTACT:
Titanium Metals Corporation Bruce P. Inglis
1999 Broadway, Suite 4300 Vice President - Finance and
Denver, Colorado 80202 Corporate Controller
(303) 296-5600
TIMET UPDATES 2005 FULL YEAR GUIDANCE
DENVER, COLORADO . . . October 11, 2005 . . . Titanium Metals Corporation
("TIMET" or the "Company") (NYSE: TIE) announced that it currently expects full
year 2005 operating income to increase to between $155 million and $165 million,
compared to the Company's previous guidance of between $123 million and $138
million. The increase in operating income primarily relates to the impact of
higher selling prices than previously forecasted and lower than previously
expected raw material costs. Full year 2005 sales revenue is now expected to
range from $740 million to $760 million, a $10 million increase over the lower
end of the range of previous guidance, reflecting the higher average selling
prices. Full year 2005 net income attributable to common stockholders is
expected to increase to between $140 million and $150 million, compared to
previous guidance of between $117 million and $132 million. The projected net
income attributable to common stockholders includes (i) a $13.9 million
non-operating gain on the sale of certain property and (ii) a $50.2 million
income tax benefit related to the reversal of the Company's deferred tax
valuation allowance in the U.S. and the U.K.
The Company also announced that its backlog at the end of September 2005
was $710 million, a $130 million (22%) increase over the $580 million backlog at
the end of June 2005 and a $310 million (78%) increase over the $400 million
backlog at the end of September 2004.
TIMET currently intends to report its third quarter 2005 results during the
first week of November 2005.
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. 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 strategies or trends. Although the Company
believes that the expectations reflected in such forward-looking statements are
reasonable, it cannot give any assurance 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
the risks and uncertainties discussed in this Quarterly Report, including risks
and uncertainties in those portions referenced above and those described from
time to time in the Company's other filings with the Securities and Exchange
Commission ("SEC") which include, but are not limited to, the cyclicality of the
commercial aerospace industry, the performance of aerospace manufacturers and
the Company under their long-term agreements, the renewal of certain long-term
agreements, the difficulty in forecasting demand for titanium products, global
economic and political conditions, global productive capacity for titanium,
changes in product pricing and costs, 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, fluctuations in the market price of marketable securities,
control by certain stockholders and possible conflicts of interest,
uncertainties associated with new product development, the availability of raw
materials and services, changes in raw material prices and other operating costs
(including energy costs), possible disruption of business or increases in the
cost of doing business resulting from terrorist activities or global conflicts,
the potential for adjustment of the Company's deferred income tax asset
valuation allowance and other risks and uncertainties. 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 financial information
contained in this release is subject to future correction and revision and
should be read in conjunction with the consolidated financial statements and
notes thereto included in the Company's most recent reports on Form 10-K and
Form 10-Q, as each may be amended from time to time, filed with the SEC.
TIMET, headquartered in Denver, Colorado, is a leading worldwide producer
of titanium metal products. Information on TIMET is available on its website at
www.timet.com.
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