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)
December 19, 2024
KRONOS WORLDWIDE, INC.
(Exact name of registrant as specified in its charter)
| | | | |
Delaware |
| 1-31763 |
| 76-0294959 |
(State or other jurisdiction of | | (Commission | | (IRS Employer |
incorporation) | | File Number) | | Identification No.) |
| |
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.):
☐ | 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ | 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 |
| Trading Symbol(s) |
| Name of each exchange on which registered |
|
Common Stock | | KRO | | New York Stock Exchange | |
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 1.01 | Entry into a Material Definitive Agreement. |
On December 19, 2024, Kronos Worldwide, Inc. (“Kronos”), together with its direct or indirect operating subsidiaries Kronos Louisiana, Inc., Kronos (US), Inc., Kronos Canada, Inc., Kronos Europe NV, and Kronos Titan GmbH, entered into a third amendment (the “Third Amendment”) to its Credit Agreement dated as of April 20, 2021 (as previously amended, the “Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent, and the lenders a party thereto. The Credit Agreement provides for a $300 million asset-based revolving credit facility (the “credit facility”).
Among other things, the Third Amendment (i) amends the definition of Maturity Date and (ii) expands the definition of Notes Indenture to include the indenture governing the 9.50% Senior Secured Notes due 2029 issued by Kronos International, Inc., a wholly owned subsidiary of Kronos (“KII”). The amendment to the definition of Maturity Date now allows, subject to satisfaction of a minimum liquidity condition, the remaining 3.75% Senior Secured Notes due 2025 issued by KII to remain outstanding through their maturity date without triggering the maturity date under the credit facility. The general maturity date (July 17, 2029) of the credit facility was not amended. Except as described herein, the material terms of the Credit Agreement generally remain unchanged.
A copy of the Third Amendment is attached as Exhibit 10.1 to this Current Report and is incorporated herein by reference. The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the Third Amendment.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information required by Item 2.03 contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d)Exhibits
Item No. |
| Description |
| | |
10.1 | | |
| | |
104 | | 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.
| KRONOS WORLDWIDE, INC. | |
| (Registrant) | |
| | |
| | |
Date: December 19, 2024 | By: | /s/ Tim C. Hafer |
| | Tim C. Hafer, |
| | Executive Vice President and Chief Financial Officer |
