Venator Materials (VNTRF) 10-Q6 May 202020 Q1 Quarterly reportFinancial data

Company Profile

Cover Page

Cover Page - shares	3 Months Ended
Cover Page - shares	Mar. 31, 2020	Apr. 30, 2020
Cover [Abstract]
Entity Central Index Key	0001705682
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2020
Document Transition Report	false
Entity File Number	001-38176
Entity Registrant Name	Venator Materials PLC
Entity Incorporation, State or Country Code	X0
Entity Tax Identification Number	98-1373159
Entity Address, Address Line One	Titanium House
Entity Address, Address Line Two	Hanzard Drive
Entity Address, Address Line Three	Wynyard Park
Entity Address, City or Town	Stockton-On-Tees
Entity Address, Postal Zip Code	TS22 5FD
Entity Address, Country	GB
Country Region	44
City Area Code	1740
Local Phone Number	608 001
Title of 12(b) Security	Ordinary Shares, $0.001 par value per share
Trading Symbol	VNTR
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		106,735,892

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions		Mar. 31, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	[1]	$ 25	$ 55
Accounts receivable (net of allowance for doubtful accounts of $4, each)	[1]	367	321
Accounts receivable from affiliates		10	0
Inventories	[1]	492	513
Prepaid expenses		16	21
Other current assets		58	67
Total current assets		968	977
Property, plant and equipment, net	[1]	948	989
Operating lease right-of-use assets, net	[1]	40	43
Intangible assets, net	[1]	20	21
Investment in unconsolidated affiliates		94	92
Deferred income taxes		35	33
Other noncurrent assets		118	110
Total assets		2,223	2,265
Current liabilities:
Accounts payable	[1]	284	334
Accounts payable to affiliates		17	17
Accrued liabilities	[1]	104	116
Current operating lease liability	[1]	8	8
Current portion of debt	[1]	70	13
Total current liabilities		483	488
Long-term debt		736	737
Operating lease liability	[1]	34	37
Other noncurrent liabilities		281	300
Noncurrent payable to affiliates		30	30
Total liabilities		1,564	1,592
Commitments and contingencies (Notes 11 and 12)
Equity
Ordinary shares $0.001 par value, 200 shares authorized, each, 107 issued and outstanding, each		0	0
Additional paid-in capital		1,324	1,322
Retained deficit		(264)	(271)
Accumulated other comprehensive loss		(408)	(385)
Total Venator Materials PLC shareholders' equity		652	666
Noncontrolling interest in subsidiaries		7	7
Total equity		659	673
Total liabilities and equity		2,223	2,265
Variable Interest Entity
Cash and cash equivalents	[1]	25	55
Accounts receivable, net	[1]	367	321
Inventories	[1]	492	513
Property, plant and equipment, net	[1]	948	989
Operating lease right-of-use assets, net	[1]	40	43
Intangible assets, net	[1]	20	21
Accounts payable	[1]	284	334
Accrued liabilities	[1]	104	116
Operating lease liability	[1]	$ 34	$ 37

[1]	At March 31, 2020 and December 31, 2019, the following amounts from consolidated variable interest entities are included in the respective balance sheet captions above: $6 and $2 of cash and cash equivalents; $5 and $4 of accounts receivable, net; $2 each of inventories; $5 each of property, plant and equipment, net; $1 each of operating lease right-of-use assets; $11 each of intangible assets, net; $1 each of accounts payable; $2 and $3 of accrued liabilities; $1 each of operating lease liabilities; and $2 and nil of current portion of debt. See "Note 5. Variable Interest Entities."

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Trade sales, services and fees, net	$ 532	$ 562
Cost of goods sold	471	486
Operating expenses:
Selling, general and administrative	42	47
Restructuring, impairment, and plant closing and transition costs	7	12
Other operating expense, net	0	8
Total operating expenses	49	67
Operating income	12	9
Interest expense	(13)	(14)
Interest income	3	3
Other income	4	1
Income (loss) before income taxes	6	(1)
Income tax benefit (expense)	2	(1)
Net income (loss)	8	(2)
Net income attributable to noncontrolling interests	(1)	(1)
Net income (loss) attributable to Venator	$ 7	$ (3)
Per Share Data:
Loss attributable to Venator Materials PLC ordinary shareholders, basic (in dollars per share)	$ 0.07	$ (0.03)
Loss attributable to Venator Materials PLC ordinary shareholders, diluted (in dollars per share)	$ 0.07	$ (0.03)

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 8	$ (2)
Other comprehensive (loss) income, net of tax:
Foreign currency translation adjustment	(36)	11
Pension and other postretirement benefits adjustments	3	4
Hedging instruments	10	4
Total other comprehensive (loss) income, net of tax	(23)	19
Comprehensive (loss) income	(15)	17
Comprehensive income attributable to noncontrolling interest	(1)	(1)
Comprehensive (loss) income attributable to Venator	$ (16)	$ 16

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Millions, $ in Millions	Total	Ordinary Shares	Additional Paid-in Capital	Retained Deficit	Accumulated Other Comprehensive Loss	Noncontrolling Interest in Subsidiaries
Balance at the beginning of the period (shares) at Dec. 31, 2018		106
Balance at the beginning of the period at Dec. 31, 2018	$ 855	$ 0	$ 1,316	$ (96)	$ (373)	$ 8
Increase (Decrease) in Stockholders' Equity
Net income (loss)	(2)			(3)		1
Other comprehensive income (loss), net of tax	19				19
Dividends paid to noncontrolling interests	(1)					(1)
Activity related to stock plans (shares)		1
Activity related to stock plans	1		1
Balance at the end of the period (shares) at Mar. 31, 2019		107
Balance at the end of the period at Mar. 31, 2019	872	$ 0	1,317	(99)	(354)	8
Balance at the beginning of the period (shares) at Dec. 31, 2019		107
Balance at the beginning of the period at Dec. 31, 2019	673	$ 0	1,322	(271)	(385)	7
Increase (Decrease) in Stockholders' Equity
Net income (loss)	8			7		1
Other comprehensive income (loss), net of tax	(23)				(23)
Dividends paid to noncontrolling interests	(1)					(1)
Activity related to stock plans	2		2
Balance at the end of the period (shares) at Mar. 31, 2020		107
Balance at the end of the period at Mar. 31, 2020	$ 659	$ 0	$ 1,324	$ (264)	$ (408)	$ 7

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Operating Activities:
Net income (loss)	$ 8	$ (2)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	28	26
Deferred income taxes	(3)	(1)
Noncash restructuring and impairment charges	1	4
Noncash loss on foreign currency transactions	1	4
Other, net	4	4
Changes in operating assets and liabilities:
Accounts receivable	(62)	(61)
Inventories	9	35
Prepaid expenses	4	3
Other current assets	1	(2)
Other noncurrent assets	(5)	0
Accounts payable	(20)	(22)
Accrued liabilities	(11)	(8)
Other noncurrent liabilities	(13)	(9)
Net cash used in operating activities	(58)	(29)
Investing Activities:
Capital expenditures	(31)	(52)
Cash received from unconsolidated affiliates	14	6
Investment in unconsolidated affiliates	(16)	(7)
Cash received from notes receivable	6	0
Net cash used in investing activities	(27)	(53)
Financing Activities:
Net proceeds from short-term debt	63	0
Net payments on notes payable	(5)	0
Repayment of third-party debt	(1)	(2)
Dividends paid to noncontrolling interests	(1)	(1)
Net cash provided by (used in) financing activities	56	(3)
Effect of exchange rate changes on cash	(1)	0
Net change in cash and cash equivalents	(30)	(85)
Cash and cash equivalents at beginning of period	55	165
Cash and cash equivalents at end of period	25	80
Supplemental cash flow information:
Cash paid for interest	14	18
Cash paid for income taxes	0	1
Supplemental disclosure of noncash activities:
Capital expenditures included in accounts payable as of March 31, 2020 and 2019, respectively	$ 28	$ 36

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions		Mar. 31, 2020	Dec. 31, 2019
Accounts receivable, allowance for doubtful accounts		$ 4	$ 4
Ordinary shares, par value (in dollars per share)		$ 0.001	$ 0.001
Ordinary shares, authorized (in shares)		200,000,000	200,000,000
Ordinary shares, outstanding (in shares)		107,000,000	107,000,000
Ordinary shares, issued (in shares)		107,000,000	107,000,000
Cash and cash equivalents	[1]	$ 25	$ 55
Accounts receivable (net of allowance for doubtful accounts of $4, each)	[1]	367	321
Inventories	[1]	492	513
Property, plant and equipment, net	[1]	948	989
Operating lease right-of-use assets, net	[1]	40	43
Intangible assets, net	[1]	20	21
Accounts payable	[1]	284	334
Accrued liabilities	[1]	104	116
Operating lease liability	[1]	34	37
Consolidated VIE's
Cash and cash equivalents		6	2
Accounts receivable (net of allowance for doubtful accounts of $4, each)		5	4
Inventories		2	2
Property, plant and equipment, net		5	5
Operating lease right-of-use assets, net		1	1
Intangible assets, net		11	11
Accounts payable		1	1
Accrued liabilities		2	3
Operating lease liability		1	1
Less: short-term debt and current portion of long-term debt		$ 2	$ 0

[1]	At March 31, 2020 and December 31, 2019, the following amounts from consolidated variable interest entities are included in the respective balance sheet captions above: $6 and $2 of cash and cash equivalents; $5 and $4 of accounts receivable, net; $2 each of inventories; $5 each of property, plant and equipment, net; $1 each of operating lease right-of-use assets; $11 each of intangible assets, net; $1 each of accounts payable; $2 and $3 of accrued liabilities; $1 each of operating lease liabilities; and $2 and nil of current portion of debt. See "Note 5. Variable Interest Entities."

General, Description of Busines

General, Description of Business, Recent Developments and Basis of Presentation	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
General, Description of Business, Recent Developments and Basis of Presentation	Note 1. General, Description of Business, Recent Developments and Basis of Presentation Description of Business Venator became an independent publicly traded company following our IPO and separation from Huntsman Corporation in August 2017. Venator operates in two segments: Titanium Dioxide and Performance Additives. The Titanium Dioxide segment primarily manufactures and sells TiO 2 , and operates seven TiO 2 manufacturing facilities across the globe, excluding our plant in Pori, Finland, ongoing closure of which was announced in the third quarter of 2018. The Performance Additives segment manufactures and sells functional additives, color pigments, timber treatment and water treatment chemicals. This segment operates 16 manufacturing and processing facilities globally. Basis of Presentation Our unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP" or "U.S. GAAP") and in management’s opinion reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of results of operations, comprehensive income, financial condition and cash flows for the periods presented. Results for interim periods are not necessarily indicative of those to be expected for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated and combined financial statements and notes to consolidated and combined financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2019 for our Company. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the notes to unaudited condensed consolidated financial statements, all dollar and share amounts, except per share amounts, in tabulations are in millions unless otherwise indicated. COVID-19 In March 2020, the World Health Organization declared COVID-19 a global pandemic and recommended containment and mitigation measures worldwide. We are closely monitoring the impacts of COVID-19 on our business, and although the COVID-19 pandemic did not have a material impact on our financial results for the three months ended March 31, 2020, we expect that the COVID-19 pandemic will have negative impacts on our future results of operations, financial condition and liquidity. The duration and severity of the outbreak and its long-term impacts on our business cannot be fully determined at this time.

Recently Issued Accounting Pron

Recently Issued Accounting Pronouncements	3 Months Ended
Recently Issued Accounting Pronouncements	Mar. 31, 2020
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
Recently Issued Accounting Pronouncements	Note 2. Recently Issued Accounting Pronouncements Accounting Pronouncements Adopted During the Period Effective January 1, 2020, we adopted Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The amendments in this ASU replace the incurred loss impairment methodology with a methodology that reflects expected credit losses for financial assets, including trade receivables, held at the reporting date, based on historical experience, current conditions, and reasonable and supportable information. The adoption of this ASU did not have a material impact on our condensed consolidated financial statements. Accounting Pronouncements Pending Adoption in Future Periods In August 2018, the FASB issued ASU No. 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20) . The amendments in this ASU add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. This ASU eliminates the requirement to disclose the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year. The ASU also removes the disclosure requirements for the effects of a one-percentage-point change on the assumed health care costs and the effect of this change in rates on service cost, interest cost and the benefit obligation for postretirement health care benefits. This standard is effective for fiscal years ending after December 15, 2020, and must be applied on a retrospective basis. We do not expect the adoption of this ASU to have a material impact on our consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) . The amendments in this ASU temporarily simplify the accounting for contract modifications, including hedging relationships, due to the transition from London Interbank Offering Rate ("LIBOR") and other interbank offered rates to alternative reference interest rates. For example, entities can elect not to remeasure the contracts at the modification date or reassess a previous accounting determination if certain conditions are met. Additionally, entities can elect to continue applying hedge accounting for hedging relationships affected by reference rate reform if certain conditions are met. This standard was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2022. We are currently evaluating the impact of the transition from LIBOR to alternative reference interest rates on our financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740). The amendments in this ASU remove certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. The guidance also clarifies and simplifies other areas of ASC Topic 740. This standard is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. Certain adjustments in this update must be applied on a prospective basis, certain amendments must be applied on a retrospective basis and certain amendments must be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings in the period of adoption. We are currently evaluating the impact of this ASU on our financial statements and related disclosures.

Revenue

Revenue	3 Months Ended
Revenue	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Revenue	Note 3. Revenue We generate substantially all of our revenues through sales of inventory in the open market and via long-term supply agreements. At contract inception, we assess the goods promised in our contracts and identify a performance obligation for each promise to transfer to the customer a distinct good. In substantially all cases, a contract has a single performance obligation to deliver a promised good to the customer. Revenue is recognized when the performance obligations under the terms of our contracts are satisfied. Generally, this occurs at the time of shipping, at which point the control of the goods transfers to the customer. Further, in determining whether control has transferred, we consider if there is a present right to payment and legal title, along with risks and rewards of ownership having transferred to the customer. Revenue is measured as the amount of consideration we expect to receive in exchange for transferred goods. Sales, value added, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. We have elected to account for all shipping and handling activities as fulfillment costs. We recognize these costs for shipping and handling when control over products have transferred to the customer as an expense in cost of goods sold. We have also elected to expense commissions when incurred as the amortization period of the commission asset that we would have otherwise recognized is less than one year. The following table disaggregates our revenues by major geographical region for the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Titanium Dioxide Performance Additives Total Titanium Dioxide Performance Additives Total Europe $ 206 $ 50 $ 256 $ 213 $ 55 $ 268 North America 76 57 133 77 57 134 Asia 77 20 97 92 21 113 Other 43 3 46 43 4 47 Total Revenues $ 402 $ 130 $ 532 $ 425 $ 137 $ 562 The following table disaggregates our revenues by major product line for the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Titanium Dioxide Performance Additives Total Titanium Dioxide Performance Additives Total TiO 2 $ 402 $ — $ 402 $ 425 $ — $ 425 Color Pigments — 62 62 — 70 70 Functional Additives — 33 33 — 32 32 Timber Treatment — 29 29 — 29 29 Water Treatment — 6 6 — 6 6 Total Revenues $ 402 $ 130 $ 532 $ 425 $ 137 $ 562 The amount of consideration we receive and revenue we recognize is based upon the terms stated in the sales contract, which may contain variable consideration such as discounts or rebates. We also give our customers a limited right to return products that have been damaged, do not satisfy their specifications, or for other specific reasons. Payment terms on product sales to our customers typically range from 30 days to 90 days. Although certain exceptions exist where standard payment terms are exceeded, these instances are infrequent and do not exceed one year. Discounts are allowed for some customers for early payment or if certain volume commitments are met. As our standard payment terms are less than one year, we have elected to not assess whether a contract has a significant financing component. In order to estimate the applicable variable consideration at the time of revenue recognition, we use historical and current trend information to estimate the amount of discounts, rebates, or returns to which customers are likely to be entitled. Historically, actual discount or rebate adjustments relative to those estimated and accrued at the point of which revenue is recognized have not materially differed.

Inventories

Inventories	3 Months Ended
Inventories	Mar. 31, 2020
Inventory Disclosure [Abstract]
Inventories	Note 4. Inventories Inventories are stated at the lower of cost or market, with cost determined using first-in, first-out and average cost methods for different components of inventory. Inventories at March 31, 2020 and December 31, 2019 consisted of the following: March 31, 2020 December 31, 2019 Raw materials and supplies $ 158 $ 166 Work in process 49 49 Finished goods 285 298 Total $ 492 $ 513

Variable Interest Entities

Variable Interest Entities	3 Months Ended
Variable Interest Entities	Mar. 31, 2020
Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]
Variable Interest Entities	Note 5. Variable Interest Entities We evaluate our investments and transactions to identify variable interest entities for which we are the primary beneficiary. We hold a variable interest in the following joint ventures for which we are the primary beneficiary: • Pacific Iron Products Sdn Bhd is our 50%-owned joint venture with Coogee Chemicals that manufactures products for Venator. It was determined that the activities that most significantly impact its economic performance are raw material supply, manufacturing and sales. In this joint venture we supply all the raw materials through a fixed cost supply contract, operate the manufacturing facility and market the products of the joint venture to customers. Through a fixed price raw materials supply contract with the joint venture we are exposed to the risk related to the fluctuation of raw material pricing. As a result, we concluded that we are the primary beneficiary. • Viance, LLC ("Viance") is our 50%-owned joint venture with DuPont de Nemours, Inc. Viance markets timber treatment products for Venator. We have determined that the activity that most significantly impacts Viance’s economic performance is manufacturing. The joint venture sources all of its products through a contract manufacturing arrangement at our Harrisburg, North Carolina facility and we bear a disproportionate amount of working capital risk of loss due to the supply arrangement whereby we control manufacturing on Viance’s behalf. As a result, we concluded that we are the primary beneficiary. Creditors of these entities have no recourse to Venator’s general credit. As the primary beneficiary of these variable interest entities at March 31, 2020, the joint ventures’ assets, liabilities and results of operations are included in Venator’s unaudited condensed consolidated financial statements. The revenues, income before income taxes and net cash provided by operating activities for our variable interest entities for the three months ended March 31, 2020 and 2019 are as follows: Three months ended 2020 2019 Revenues $ 23 $ 22 Income before income taxes 2 2 Net cash provided by operating activities 3 2

Restructuring, Impairment, and

Restructuring, Impairment, and Plant Closing and Transition Costs	3 Months Ended
	Mar. 31, 2020
Restructuring and Related Activities [Abstract]
Restructuring, Impairment, and Plant Closing and Transition Costs	Note 6. Restructuring, Impairment, and Plant Closing and Transition Costs Venator has initiated various restructuring programs in an effort to reduce operating costs and maximize operating efficiency. Restructuring Activities Company-wide Restructuring In January 2019, we implemented a plan to reduce costs and improve efficiency of certain company-wide functions. As part of the program, we recorded restructuring expense of nil for the three months ended March 31, 2020 and $3 million for the three months ended March 31, 2019, all of which related to workforce reductions. We expect that additional costs related to this plan will be immaterial. Titanium Dioxide Segment In July 2016, we implemented a plan to close our Umbogintwini, South Africa titanium dioxide manufacturing facility. As part of the program, we recorded restructuring expense of nil for the three months ended March 31, 2020 and $1 million for the three months ended March 31, 2019, all of which related to plant shutdown costs. We expect further charges as part of this program to be immaterial. In March 2017, we implemented a plan to close the white-end finishing and packaging operation of our titanium dioxide manufacturing facility at our Calais, France site. The announced plan follows the 2015 closure of the black end manufacturing operations and would result in the closure of the entire facility. As part of the program, we recorded restructuring expense of $2 million for the three months ended March 31, 2020 and $1 million for the three months ended March 31, 2019, all of which related to plant shutdown costs. We expect to incur additional plant shutdown costs of approximately $15 million through 2023. In September 2018, we implemented a plan to close our Pori, Finland titanium dioxide manufacturing facility. As part of the program, we recorded restructuring expense of $4 million for the three months ended March 31, 2020, of which $1 million was related to accelerated depreciation, $1 million related to employee benefits, and $2 million related to plant shutdown costs. This restructuring expense consists of a noncash expense of $1 million and $3 million of cash expense. We recorded restructuring expense of approximately $6 million for the three months ended March 31, 2019, of which $3 million was related to accelerated depreciation, $2 million was related to employee benefits, and $1 million was related to plant shut down costs. This restructuring expense consisted of $3 million of cash and $3 million of noncash charges. We expect to incur additional charges of approximately $95 million through the end of 2024, of which $8 million relates to accelerated depreciation, $83 million relates to plant shut down costs, $2 million relates to other employee costs and $2 million relates to the write off of other assets. Future charges consist of $10 million of noncash costs and $85 million of cash costs. Performance Additives Segment In August 2018, we implemented a plan to close our Performance Additives manufacturing site in Beltsville, Maryland. As part of the program, we recorded restructuring expense of nil for the three months ended March 31, 2020 and $1 million for the three months ended March 31, 2019, all of which related to accelerated depreciation. We do not expect to incur any additional charges as part of this program. Accrued Restructuring and Plant Closing and Transition Costs As of March 31, 2020 and December 31, 2019, accrued restructuring and plant closing and transition costs by type of cost and year of initiative consisted of the following: Workforce reductions (1) Other restructuring costs Total (2) Accrued liabilities as of December 31, 2019 $ 15 $ 1 $ 16 2020 charges for 2019 and prior initiatives 3 3 6 2020 charges for 2020 initiatives — — — 2020 payments for 2019 and prior initiatives (6) (3) (9) 2020 payments for 2020 initiatives — — — Foreign currency effect on liability balance — — — Accrued liabilities as of March 31, 2020 $ 12 $ 1 $ 13 (1) The total workforce reduction reserves of $12 million relate to the termination of 171 positions, of which nine positions have been terminated but require future payment as of March 31, 2020. (2) Accrued liabilities remaining at March 31, 2020 and December 31, 2019 by year of initiatives were as follows: March 31, 2020 December 31, 2019 2018 initiatives and prior $ 13 $ 16 2019 initiatives — — 2020 initiatives — — Total $ 13 $ 16 Details with respect to our reserves for restructuring, impairment and plant closing and transition costs are provided below by segment and initiative: Titanium Performance Total Accrued liabilities as of December 31, 2019 $ 16 $ — $ 16 2020 charges for 2019 and prior initiatives 5 1 6 2020 charges for 2020 initiative — — — 2020 payments for 2019 and prior initiatives (8) (1) (9) 2020 payments for 2020 initiatives — — — Accrued liabilities as of March 31, 2020 $ 13 $ — $ 13 Current portion of restructuring reserves $ 7 $ — $ 7 Long-term portion of restructuring reserve $ 6 $ — $ 6 Restructuring, Impairment and Plant Closing and Transition Costs Details with respect to major cost type of restructuring charges and impairment of assets for the three months ended March 31, 2020 and 2019 by initiative are provided below: Three months ended 2020 2019 Cash charges $ 6 $ 8 Accelerated depreciation 1 4 Total Restructuring, Impairment and Plant Closing and Transition Costs $ 7 $ 12

Debt

Debt	3 Months Ended
Debt	Mar. 31, 2020
Debt Disclosure [Abstract]
Debt	Note 7. Debt Outstanding debt, net of issuance costs of $14 million, each, as of March 31, 2020 and December 31, 2019, consisted of the following: March 31, 2020 December 31, 2019 Senior Notes $ 371 $ 371 Term Loan Facility 361 361 Other 74 18 Total debt 806 750 Less: short-term debt and current portion of long-term debt 70 13 Long-term debt $ 736 $ 737 The estimated fair value of the Senior Notes was $292 million and $346 million as of March 31, 2020 and December 31, 2019, respectively. The estimated fair value of the Term Loan Facility was $317 million and $365 million as of March 31, 2020 and December 31, 2019, respectively. The estimated fair values of the Senior Notes and the Term Loan Facility are based upon quoted market prices (Level 1). The aggregate principal outstanding under our ABL Facility was $60 million and nil as of March 31, 2020 and December 31, 2019, respectively. The weighted average interest rate on our outstanding balances under the Senior Notes and Term Loan Facility as of March 31, 2020 was approximately 4%. Senior Notes Our Senior Notes are general unsecured senior obligations of our subsidiaries Venator Finance S.à.r.l. and Venator Materials LLC (the "Issuers") and are guaranteed on a general unsecured senior basis by Venator and certain of Venator’s subsidiaries. The indenture related to the Senior Notes imposes certain limitations on the ability of Venator and certain of its subsidiaries to, among other things, incur additional indebtedness secured by any principal properties, incur indebtedness of non-guarantor subsidiaries, enter into sale and leaseback transactions with respect to any principal properties and consolidate or merge with or into any other person or lease, sell or transfer all or substantially all of its properties and assets. The Senior Notes bear interest of 5.75% per year payable semi-annually and will mature on July 15, 2025. The Issuers may redeem the Senior Notes in whole or in part at any time prior to July 15, 2020 at a price equal to 100% of the principal amount thereof plus accrued and unpaid interest, if any, and an early redemption premium, calculated on an agreed percentage of the outstanding principal amount, providing compensation on a portion of foregone future interest payables. The Senior Notes will be redeemable in whole or in part at any time on or after July 15, 2020 at the redemption prices set forth in the indenture, plus accrued and unpaid interest, if any, up to, but not including, the redemption date. In addition, at any time prior to July 15, 2020, the Issuers may redeem up to 40% of the aggregate principal amount of the Senior Notes with an amount not greater than the net cash proceeds of certain equity offerings or contributions to Venator’s equity at 105.75% of the principal amount thereof, plus accrued and unpaid interest, if any, to, but not including, the redemption date. Upon the occurrence of certain change of control events (other than the separation), holders of the Venator Notes will have the right to require that the Issuers purchase all or a portion of such holder’s Senior Notes in cash at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to the date of repurchase. Senior Credit Facilities Our Senior Credit Facilities provide for first lien senior secured financing of up to $675 million, consisting of: • the Term Loan Facility in an aggregate principal amount of $375 million, with a maturity of seven years; and • the ABL Facility in an aggregate principal amount of up to $300 million, with a maturity of five years. The Term Loan Facility amortizes in aggregate annual amounts equal to 1% of the original principal amount of the Term Loan Facility and is paid quarterly. On June 20, 2019 the ABL Facility was increased to an aggregate principal amount of up to $350 million, with no change to the maturity dates. Availability to borrow the $350 million of commitments under the ABL Facility is subject to a borrowing base calculation comprised of accounts receivable and inventory in U.S., Canada, the U.K., Germany and accounts receivable in France and Spain, that fluctuate from time to time and may be further impacted by the lenders’ discretionary ability to impose reserves and availability blocks that might otherwise incrementally increase borrowing availability. As a result, the aggregate amount available for extensions of credit under the ABL Facility at any time is the lesser of $350 million and the borrowing base calculated according to the formula described above minus the aggregate amount of extensions of credit outstanding under the ABL Facility at such time. Borrowings under the Term Loan Facility bear interest at a rate equal to, at Venator’s option, either (a) a LIBOR based rate determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs subject to an interest rate floor to be agreed or (b) a base rate determined by reference to the highest of (i) the rate of interest per annum determined from time to time by JPMorgan Chase Bank, N.A. as its prime rate in effect at its principal office in New York City, (ii) the federal funds rate plus 0.50% per annum and (iii) the one-month adjusted LIBOR plus 1.00% per annum, in each case plus an applicable margin to be agreed upon. Borrowings under the ABL Facility bear interest at a variable rate equal to an applicable margin based on the applicable quarterly average excess availability under the ABL Facility plus either a LIBOR or a base rate. The applicable margin percentage is calculated and established once every three calendar months and varies from 150 to 200 basis points for LIBOR loans depending on the quarterly average excess availability under the ABL Facility for the immediately preceding three-month period. Guarantees All obligations under the Senior Credit Facilities are guaranteed by Venator and substantially all of our subsidiaries (the "Guarantors"), and are secured by substantially all of the assets of Venator and the Guarantors, in each case subject to certain exceptions. Lien priority as between the Term Loan Facility and the ABL Facility with respect to the collateral will be governed by an intercreditor agreement. Letters of Credit As of March 31, 2020 we had $71 million issued and outstanding letters of credit and bank guarantees to third parties. Of this amount, $49 million were issued by various banks on an unsecured basis with the remaining $22 million issued from our secured ABL facility.

Derivative Instruments and Hedg

Derivative Instruments and Hedging Activities	3 Months Ended
Derivative Instruments and Hedging Activities	Mar. 31, 2020
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Instruments and Hedging Activities	Note 8. Derivative Instruments and Hedging Activities To reduce cash flow volatility from foreign currency fluctuations, we enter into forward and swap contracts to hedge portions of cash flows of certain foreign currency transactions. We do not use derivative financial instruments for trading or speculative purposes. Cross-Currency Swaps In December 2017, we entered into three cross-currency swap agreements to convert a portion of our intercompany fixed-rate, U.S. Dollar denominated notes, including the semi-annual interest payments and the payment of remaining principal at maturity, to a fixed-rate, Euro denominated debt. The economic effect of the swap agreement was to eliminate the uncertainty of the cash flows in U.S. Dollars associated with the notes by exchanging a notional amount of $200 million at a fixed rate of 5.75% for €169 million with a fixed annual rate of 3.43%. These hedges were designated as cash flow hedges and the critical terms of the cross-currency swap agreements correspond to the underlying hedged item. These swaps had a maturity date of July 2022, which was the best estimate of the repayment date of the intercompany loans. In August 2019, we terminated the three cross-currency interest rate swaps entered into in 2017, resulting in cash proceeds of $15 million. Concurrently, we entered into three new cross-currency interest rate swaps which notionally exchanged $200 million at a fixed rate of 5.75% for €181 million on which a weighted average rate of 3.73% is payable. The cross-currency swaps have been designated as cash flow hedges of a fixed rate U.S. Dollar intercompany loan and the economic effect is to eliminate uncertainty on the U.S. Dollar cash flows. The cross-currency swaps are set to mature in July 2024, which is the best estimate of the repayment date on the intercompany loan. We formally assessed the hedging relationship at the inception of the hedge in order to determine whether the derivatives that are used in the hedging transactions are highly effective in offsetting cash flows of the hedged item and we will continue to assess the relationship on an ongoing basis. We use the hypothetical derivative method in conjunction with regression analysis to measure effectiveness of our cross-currency swap agreement. The changes in the fair value of the swaps are deferred in other comprehensive income and subsequently recognized in other income in the unaudited condensed consolidated statement of operations when the hedged item impacts earnings. Cash flows related to our cross-currency swap that relate to our periodic interest settlement will be classified as operating activities and the cash flows that relates to principal balances will be designated as financing activities. The fair value of these hedges was an asset of $8 million and a liability of $3 million at March 31, 2020 and December 31, 2019, respectively, and was recorded as other noncurrent assets on our unaudited condensed consolidated balance sheets. We estimate the fair values of our cross-currency swaps by taking into consideration valuations obtained from a third-party valuation service that utilizes an income-based industry standard valuation model for which all significant inputs are observable either directly or indirectly. These inputs include foreign currency exchange rates, credit default swap rates and cross-currency basis swap spreads. The cross-currency swap has been classified as Level 2 because the fair value is based upon observable market-based inputs or unobservable inputs that are corroborated by market data. For the three months ended March 31, 2020 and 2019, the change in accumulated other comprehensive loss associated with these cash flow hedging activities was a gain of $11 million and $4 million, respectively. As of March 31, 2020, we do not expect to reclassify any accumulated other comprehensive loss to earnings during the next twelve months. The actual amount that will be reclassified to earnings over the next twelve months may vary from this amount due to changing market conditions. We would be exposed to credit losses in the event of nonperformance by a counterparty to our derivative financial instruments. We continually monitor our position and the credit rating of our counterparties, and we do not anticipate nonperformance by the counterparties. Forward Currency Contracts Not Designated as Hedges We transact business in various foreign currencies and we enter into currency forward contracts to offset the risks associated with foreign currency exposure. At March 31, 2020 and December 31, 2019, we had $64 million and $75 million, respectively, notional amount (in U.S. Dollar equivalents) outstanding in foreign currency contracts with a term of approximately one month. The contracts are valued using observable market rates (Level 2).

Income Taxes

Income Taxes	3 Months Ended
Income Taxes	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Note 9. Income Taxes Venator uses the asset and liability method of accounting for income taxes. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial and tax reporting purposes. We evaluate deferred tax assets to determine whether it is more likely than not that they will be realized. Valuation allowances are reviewed on a tax jurisdiction basis to analyze whether there is sufficient positive or negative evidence to support a change in judgment about the realizability of the related deferred tax assets for each jurisdiction. These conclusions require significant judgment. In evaluating the objective evidence that historical results provide, we consider the cyclicality of Venator and cumulative income or losses during the applicable period. Cumulative losses incurred over the period limits our ability to consider other subjective evidence such as our projections for the future. Changes in expected future income in applicable tax jurisdictions could affect the realization of deferred tax assets in those jurisdictions. We recorded income tax benefit of $2 million and income tax expense of $1 million for the three months ended March 31, 2020 and 2019, respectively. Our tax expense is significantly affected by the mix of income and losses in tax jurisdictions in which we operate, as impacted by the presence of valuation allowances in certain tax jurisdictions. For U.S. federal income tax purposes Huntsman recognized a gain as a result of the IPO and the separation to the extent the fair market value of the assets associated with our U.S. businesses exceeded the basis of such assets for U.S. federal income tax purposes at the time of the separation. As a result of such gain recognized, the basis of the assets associated with our U.S. businesses was increased. This basis step up gave rise to a deferred tax asset of $36 million that we recognized for the year ended December 31, 2017. Pursuant to the Tax Matters Agreement dated August 7, 2017, entered into by and among Venator Materials PLC and Huntsman (the "Tax Matters Agreement") at the time of the separation, we are required to make a future payment to Huntsman for any actual U.S. federal income tax savings we recognize as a result of any such basis increase for tax years through December 31, 2028. It is currently estimated (based on a value of our U.S. businesses derived from the IPO price of our ordinary shares and current tax rates) that the aggregate future payments required by this provision are expected to be approximately $30 million. As of March 31, 2020 and December 31, 2019, this "Noncurrent payable to affiliates" was $30 million, each, on our unaudited condensed consolidated balance sheets. Moreover, any subsequent adjustment asserted by U.S. taxing authorities could increase the amount of gain recognized and the corresponding basis increase, and could result in a higher liability for us under the Tax Matters Agreement. On March 27, 2020, President Trump signed into U.S. tax law the Coronavirus Aid, Relief and Economic Security (CARES) Act. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer social security payments, net operating loss carryback periods, eliminating NOL limitations, alternative minimum tax credit refunds, and modifications to the net interest deduction limitations. The CARES Act did not have a material impact to our income tax provision for the three months ended March 31, 2020.

Earnings Per Share

Earnings Per Share	3 Months Ended
Earnings Per Share	Mar. 31, 2020
Earnings Per Share [Abstract]
Earnings Per Share	Note 10. Earnings Per Share Basic earnings per share excludes dilution and is computed by dividing net income attributable to Venator ordinary shareholders by the weighted average number of shares outstanding during the period. Diluted earnings per share reflects all potential dilutive ordinary shares outstanding during the period and is computed by dividing net income available to Venator ordinary shareholders by the weighted average number of shares outstanding during the period increased by the number of additional shares that would have been outstanding as dilutive securities. Basic and diluted earnings per share are determined using the following information: Three months ended 2020 2019 Numerator: Net income (loss) attributable to Venator Materials PLC ordinary shareholders $ 7 $ (3) Denominator: Weighted average shares outstanding 106.7 106.5 Dilutive share-based awards — 0.3 Total weighted average shares outstanding, including dilutive shares 106.7 106.8 For the three months ended March 31, 2020, the number of anti-dilutive employee share-based awards excluded from the computation of diluted earnings per share was 3 million. For the three months ended March 31, 2019, the number of anti-dilutive employee share-based awards excluded from the computation of dilutive earnings per share was 1 million.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 11. Commitments and Contingencies Legal Proceedings Shareholder Litigation On February 8, 2019 we, certain of our executive officers, Huntsman and certain banks who acted as underwriters in connection with our IPO and secondary offering were named as defendants in a proposed class action civil suit filed in the District Court for the State of Texas, Dallas County (the "Dallas District Court"), by an alleged purchaser of our ordinary shares in connection with our IPO on August 3, 2017 and our secondary offering on November 30, 2017. The plaintiff, Macomb County Employees’ Retirement System, alleges that inaccurate and misleading statements were made regarding the impact to our operations, and prospects for restoration thereof, resulting from the fire that occurred at our Pori, Finland manufacturing facility, among other allegations. Additional complaints making substantially the same allegations were filed in the Dallas District Court by the Firemen's Retirement System of St. Louis on March 4, 2019 and by Oscar Gonzalez on March 13, 2019, with the third case naming two of our directors as additional defendants. The cases filed in the Dallas District Court were consolidated into a single action, In re Venator Materials PLC Securities Litigation . On May 8, 2019, we filed a "special appearance" in the Dallas District Court action contesting the court’s jurisdiction over the Company and a motion to transfer venue to Montgomery County, Texas and on June 7, 2019 we and certain defendants filed motions to dismiss. On July 9, 2019, a hearing was held on certain of these motions, which were subsequently denied. On January 21, 2020, the Court of Appeals for the Fifth District of Texas reversed the Dallas District Court’s order that denied the special appearances of Venator and certain other defendants, and rendered judgment dismissing the claims against Venator and certain other defendants for lack of jurisdiction. The Court of Appeals also remanded the case for the Dallas District Court to enter an order transferring the claims against Huntsman to the Montgomery County District Court. On March 19, 2020, plaintiffs from the Dallas District Court case filed suit in New York State Court (New York County) against Venator and the other defendants dismissed from the Dallas District Court case, making substantially the same allegations as were filed in the Dallas District Court. An additional case was filed on July 31, 2019, in the U.S. District Court for the Southern District of New York by the City of Miami General Employees' & Sanitation Employees' Retirement Trust, making substantially the same allegations, adding claims under sections 10(b) and 20(a) of the U.S. Exchange Act, and naming all of our directors as additional defendants. A case also was filed in the U.S. District Court for the Southern District of Texas by the Cambria County Employees Retirement System on September 13, 2019, making substantially the same allegations as those made by the plaintiff in the case pending in the Southern District of New York. On October 29, 2019, the U.S. District Court for the Southern District of New York entered an order transferring the case brought by the city of Miami General Employees' & Sanitation Employees' Retirement Trust to the U.S. District Court for the Southern District of Texas, where it was consolidated into a single action with the case brought by the Cambria County Employees' Retirement Trust and is now known as In re: Venator Materials PLC Securities Litigation . On January 17, 2020, plaintiffs in the consolidated federal action filed a consolidated class action complaint. On February 18, 2020, all defendants joined in a motion to dismiss the consolidated complaint, which plaintiffs have opposed, and for which oral argument has been scheduled for May 14, 2020. The plaintiffs in these cases seek to determine that the proceedings should be certified as class actions and to obtain alleged compensatory damages, costs, rescission and equitable relief. We may be required to indemnify our executive officers and directors, Huntsman, and the banks who acted as underwriters in our IPO and secondary offerings, for losses incurred by them in connection with these matters pursuant to our agreements with such parties. Because of the early stage of this litigation, we are unable to reasonably estimate any possible loss or range of loss and we have not accrued for a loss contingency with regard to these matters. Tronox Litigation On April 26, 2019, we acquired intangible assets related to the European paper laminates product line from Tronox. A separate agreement with Tronox entered into on July 14, 2018 requires that Tronox promptly pay us a “break fee” of $75 million upon the consummation of Tronox’s merger with The National Titanium Dioxide Company Limited (“Cristal”) once the sale of the European paper laminates business to us was consummated, if the sale of Cristal’s Ashtabula manufacturing complex to us was not completed. The deadline for such payment was May 13, 2019. On April 26, 2019, Tronox publicly stated that it believes it is not obligated to pay the break fee. On May 14, 2019, we commenced a lawsuit in the Delaware Superior Court against Tronox arising from Tronox's breach of its obligation to pay the break fee. We are seeking a judgment for $75 million, plus pre- and post-judgment interest, and reasonable attorneys' fees and costs. On June 17, 2019, Tronox filed an answer denying that it is obligated to pay the break fee and asserting affirmative defenses and counterclaims of approximately $400 million, alleging that we failed to negotiate the purchase of the Ashtabula complex in good faith. Discovery is ongoing in this matter. Because of the early stage of this litigation, we are unable to reasonably estimate any possible gain, loss or range of gain or loss and we have not made any accrual with regard to this matter. Neste Engineering Services Matter We are party to an arbitration proceeding initiated by Neste Engineering Services Oy (“NES”) on December 19, 2018 for payment of invoices allegedly due of approximately €14 million in connection with the delivery of services by NES to the Company in respect of the Pori site rebuild project. We are contesting the validity of these invoices and filed counterclaims against NES on March 8, 2019. In the arbitration proceeding, our defense and counterclaim were filed on April 17, 2020. On July 2, 2019, NES separately instigated a lawsuit in Finland for €1.6 million of unpaid invoices, which we are contesting. We are fully accrued for these invoices and they are reflected in our unaudited condensed consolidated balance sheet as of March 31, 2020. Calais Pipeline Matter The Region Hauts-de-France (the “Region”) has issued two duplicate title perception demands against us requiring repayment of €12 million. This sum was previously paid to us by the Region under a settlement agreement, pursuant to which we were required to move an effluent pipeline at our Calais site. We filed claims with the Administrative Court in Lille, France on February 14, 2018 and April 12, 2018, requesting orders that the demands be set aside, which suspended enforcement of the demands. On July 12, 2018, the court set aside the first demand. The second demand remains suspended, but in dispute. The parties have lodged various arguments and responses regarding the second demand with the court. The court hearing for this matter has been postponed due to court closures in France resulting from the COVID-19 pandemic. Gasum Arbitration We entered into a natural gas supply agreement with Skangass Oy (now Gasum LNG Oy) in 2015 to supply natural gas to our Pori, Finland manufacturing facility. The initial fixed term of the agreement was ten years. We are entitled to terminate the agreement upon closure of the facility by giving 12 months’ notice of the closure. Upon such termination, a compensation fee would be payable to Gasum. The agreement requires us to purchase a minimum annual quantity, subject to a mechanism for making up shortfalls. The minimum annual quantity can be reduced (even to zero) in the event of a “Force Majeure Event". We declared that the fire at our Pori facility in January 2017 was a Force Majeure Event under the agreement, reducing the minimum annual quantity to the actual quantity purchased. Gasum alleges that this Force Majeure Event subsequently ceased to apply, and that we were thereafter again obliged to purchase the original minimum annual quantity. Gasum continues to supply natural gas to the Pori facility. On April 17, 2020, Gasum filed arbitration proceedings seeking declaratory relief to require us to take or pay the original minimum annual quantities of natural gas. In their request, Gasum estimated that the monetary value of declaratory relief to be approximately €27 million should we close the Pori facility by the end of 2022. Because of the early stage of this proceeding, we are unable to reasonably estimate any possible loss or range of loss and we have not accrued for a loss contingency with regard to this matter. Other Proceedings We are a party to various other proceedings instituted by private plaintiffs, governmental authorities and others arising under provisions of applicable laws, including various environmental, products liability and other laws. Except as otherwise disclosed in these unaudited condensed consolidated financial statements, we do not believe that the outcome of any of these matters will have a material effect on our financial condition, results of operations or liquidity.

Environmental, Health and Safet

Environmental, Health and Safety Matters	3 Months Ended
Environmental, Health and Safety Matters	Mar. 31, 2020
ENVIRONMENTAL, HEALTH AND SAFETY MATTERS
Environmental, Health and Safety Matters	Note 12. Environmental, Health and Safety Matters Environmental, Health and Safety Capital Expenditures We may incur future costs for capital improvements and general compliance under EHS laws, including costs to acquire, maintain and repair pollution control equipment. For the three months ended March 31, 2020 and March 31, 2019, our capital expenditures for EHS matters totaled $6 million and $4 million, respectively. Because capital expenditures for these matters are subject to evolving regulatory requirements and depend, in part, on the timing, promulgation and enforcement of specific requirements, our capital expenditures for EHS matters have varied significantly from year to year and we cannot provide assurance that our recent expenditures are indicative of future amounts we may spend related to EHS and other applicable laws. A number of our EHS capital expenditures will be subject to extended timelines as a result of the COVID-19 pandemic. Changes to timelines may be related to regulatory orders or guidelines that cause suppliers or contractors to cease or slow down operational activities, including as a result of changes to social distancing rules, among other factors. The impacts may vary significantly between different jurisdictions. Environmental Reserves We accrue liabilities relating to anticipated environmental cleanup obligations, site reclamation and closure costs, and known penalties. Liabilities are recorded when potential liabilities are either known or considered probable and can be reasonably estimated. Our liability estimates are calculated using present value techniques as appropriate and are based upon requirements placed upon us by regulators, available facts, existing technology, and past experience. The environmental liabilities do not include amounts recorded as asset retirement obligations. As of March 31, 2020 and December 31, 2019, we had environmental reserves of $8 million and $9 million, respectively. Environmental Matters We have incurred, and we may in the future incur, liabilities to investigate and clean up waste or contamination at our current or former facilities or facilities operated by third parties at which we may have disposed of waste or other materials. Similarly, we may incur costs for the cleanup of waste that was disposed of prior to the purchase of our businesses. Under some circumstances, the scope of our liability may extend to damages to natural resources. In the EU, the Environmental Liability Directive (Directive 2004/35/EC) has established a framework based on the "polluter pays" principle for the prevention and remediation of environmental damage, which establishes measures to prevent and remedy environmental damage. The directive defines "environmental damage" as damage to protected species and natural habitats, damage to water and damage to soil. Operators carrying out dangerous activities listed in the Directive are strictly liable for remediation, even if they are not at fault or negligent. Under EU Directive 2010/75/EU on industrial emissions, permitted facility operators may be liable for significant pollution of soil and groundwater over the lifetime of the activity concerned. We are in the process of plant closures at facilities in the EU and liability to investigate and clean up waste or contamination may arise during the surrender of operators' permits at these locations under the directive and associated legislation such as the Water Framework Directive (Directive 2000/60/EC) and the Groundwater Directive (Directive 2006/118/EC). Under the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA") and similar state laws, a current or former owner or operator of real property in the U.S. may be liable for remediation costs regardless of whether the release or disposal of hazardous substances was in compliance with law at the time it occurred, and a current owner or operator may be liable regardless of whether it owned or operated the facility at the time of the release. Outside the U.S., analogous contaminated property laws, such as those in effect in France, can hold past owners and/or operators liable for remediation at former facilities. We have not been notified by third parties of claims against us for cleanup liabilities at former facilities or third-party sites, including, but not limited to, sites listed under CERCLA. Under the Resource Conservation and Recovery Act in the U.S. and similar state laws, we may be required to remediate contamination originating from our properties as a condition to our hazardous waste permit. Some of our manufacturing sites have an extended history of industrial chemical manufacturing and use, including on-site waste disposal and we have made accruals for related remediation activity. We are aware of soil, groundwater or surface contamination from past operations at some of our sites and have made accruals for related remediation activity, and we may find contamination at other sites in the future. Similar laws exist in a number of locations in which we currently operate, or previously operated, manufacturing facilities. Pori Remediation In connection with our previously announced intention to close our TiO 2 manufacturing facility in Pori, Finland, we expect to incur environmental costs related to the cleanup of the facility upon its eventual closure, including remediation and closure costs. While we do not currently have enough information to be able to estimate the range of potential costs for the closure of this facility, these costs could be material to our unaudited condensed consolidated financial statements.

Other Comprehensive Income

Other Comprehensive Income	3 Months Ended
Other Comprehensive Income	Mar. 31, 2020
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]
Other Comprehensive Income	Note 13. Other Comprehensive Income Other comprehensive income consisted of the following: Foreign currency translation adjustment (a) Pension and other postretirement benefits adjustments net of tax (b) Other comprehensive loss of unconsolidated affiliates Hedging Instruments Total Amounts attributable to noncontrolling interests Amounts attributable to Venator Beginning balance, January 1, 2020 $ (97) $ (295) $ (5) $ 12 $ (385) $ — $ (385) Other comprehensive (loss) income before reclassifications, gross (36) — — 11 (25) — (25) Tax expense — — — (1) (1) — (1) Amounts reclassified from accumulated other comprehensive loss, gross (c) — 3 — — 3 — 3 Tax expense — — — — — — — Net current-period other comprehensive (loss) income (36) 3 — 10 (23) — (23) Ending balance, March 31, 2020 $ (133) $ (292) $ (5) $ 22 $ (408) $ — $ (408) Foreign currency translation adjustment (d) Pension and other postretirement benefits adjustments net of tax (e) Other comprehensive loss of unconsolidated affiliates Hedging Instruments Total Amounts attributable to noncontrolling interests Amounts attributable to Venator Beginning balance, January 1, 2019 $ (96) $ (278) $ (5) $ 6 $ (373) $ — $ (373) Other comprehensive income before reclassifications, gross 11 — — 4 15 — 15 Tax expense — — — — — — — Amounts reclassified from accumulated other comprehensive loss, gross (c) — 4 — — 4 — 4 Tax expense — — — — — — — Net current-period other comprehensive income 11 4 — 4 19 — 19 Ending balance, March 31, 2019 $ (85) $ (274) $ (5) $ 10 $ (354) $ — $ (354) (a) Amounts are net of tax of nil as of March 31, 2020 and January 1, 2020, each. (b) Amounts are net of tax of $50 million as of March 31, 2020 and January 1, 2020, each. (c) See table below for details about the amounts reclassified from accumulated other comprehensive loss. (d) Amounts are net of tax of nil as of March 31, 2019 and January 1, 2019, each. (e) Amounts are net of tax of $50 million as of March 31, 2019 and January 1, 2019, each. Three months ended Affected line item in the statement where net income is presented 2020 2019 Details about Accumulated Other Comprehensive Loss Components (a) : Amortization of pension and other postretirement benefits: Actuarial loss $ 3 $ 4 Other income Prior service credit — — Other income Total before tax 3 4 Income tax expense — — Income tax benefit (expense) Total reclassifications for the period, net of tax $ 3 $ 4 (a) Pension and other postretirement benefit amounts in parentheses indicate credits on our unaudited condensed consolidated statements of operations.

Operating Segment Information

Operating Segment Information	3 Months Ended
Operating Segment Information	Mar. 31, 2020
Segment Reporting [Abstract]
Operating Segment Information	Note 14. Operating Segment Information We derive our revenues, earnings and cash flows from the manufacture and sale of TiO 2 , functional additives, color pigments, timber treatment and water treatment chemicals. We have reported our operations through our two segments, Titanium Dioxide and Performance Additives, and organized our business and derived our operating segments around differences in product lines. The major product groups of each reportable operating segment are as follows: Segment Product Group Titanium Dioxide titanium dioxide Performance Additives functional additives, color pigments, timber treatment and water treatment chemicals Sales between segments are generally recognized at external market prices and are eliminated in consolidation. Adjusted EBITDA is presented as a measure of the financial performance of our global business units and for reporting the results of our operating segments. The revenues and adjusted EBITDA for each of the two reportable operating segments are as follows: Three months ended 2020 2019 Revenues: Titanium Dioxide $ 402 $ 425 Performance Additives 130 137 Total $ 532 $ 562 Adjusted EBITDA (1) Titanium Dioxide $ 46 $ 61 Performance Additives 22 15 68 76 Corporate and Other (11) (16) Total 57 60 Reconciliation of adjusted EBITDA to net income: Interest expense (13) (14) Interest income 3 3 Income tax benefit (expense) 2 (1) Depreciation and amortization (28) (26) Net income attributable to noncontrolling interests 1 1 Other adjustments: Business acquisition and integration expenses (1) (2) Loss on disposition of business/assets (2) — Amortization of pension and postretirement actuarial losses (3) (4) Net plant incident costs (1) (7) Restructuring, impairment and plant closing and transition costs (7) (12) Net income (loss) $ 8 $ (2) (1) Adjusted EBITDA is defined as net income/loss of Venator before interest expense, interest income, income tax expense/benefit, depreciation and amortization and net income attributable to noncontrolling interests, as well as eliminating the following adjustments: (a) business acquisition and integration expenses/adjustments; (b) loss/gain on disposition of business/assets; (c) amortization of pension and postretirement actuarial losses/gains; (d) net plant incident costs/credits; and (e) restructuring, impairment, and plant closing and transition costs/credits.

General, Description of Busin_2

General, Description of Business, Recent Developments and Basis of Presentation (Policies)	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation Our unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP" or "U.S. GAAP") and in management’s opinion reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of results of operations, comprehensive income, financial condition and cash flows for the periods presented. Results for interim periods are not necessarily indicative of those to be expected for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated and combined financial statements and notes to consolidated and combined financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2019 for our Company.
Recently Issued Accounting Pronouncements	Accounting Pronouncements Adopted During the Period Effective January 1, 2020, we adopted Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments - Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments. The amendments in this ASU replace the incurred loss impairment methodology with a methodology that reflects expected credit losses for financial assets, including trade receivables, held at the reporting date, based on historical experience, current conditions, and reasonable and supportable information. The adoption of this ASU did not have a material impact on our condensed consolidated financial statements. Accounting Pronouncements Pending Adoption in Future Periods In August 2018, the FASB issued ASU No. 2018-14, Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20) . The amendments in this ASU add, remove, and clarify disclosure requirements related to defined benefit pension and other postretirement plans. This ASU eliminates the requirement to disclose the amounts in accumulated other comprehensive income expected to be recognized as part of net periodic benefit cost over the next year. The ASU also removes the disclosure requirements for the effects of a one-percentage-point change on the assumed health care costs and the effect of this change in rates on service cost, interest cost and the benefit obligation for postretirement health care benefits. This standard is effective for fiscal years ending after December 15, 2020, and must be applied on a retrospective basis. We do not expect the adoption of this ASU to have a material impact on our consolidated financial statements. In March 2020, the FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848) . The amendments in this ASU temporarily simplify the accounting for contract modifications, including hedging relationships, due to the transition from London Interbank Offering Rate ("LIBOR") and other interbank offered rates to alternative reference interest rates. For example, entities can elect not to remeasure the contracts at the modification date or reassess a previous accounting determination if certain conditions are met. Additionally, entities can elect to continue applying hedge accounting for hedging relationships affected by reference rate reform if certain conditions are met. This standard was effective upon issuance and generally can be applied to applicable contract modifications through December 31, 2022. We are currently evaluating the impact of the transition from LIBOR to alternative reference interest rates on our financial statements. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740). The amendments in this ASU remove certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences. The guidance also clarifies and simplifies other areas of ASC Topic 740. This standard is effective for fiscal years beginning after December 15, 2020, with early adoption permitted. Certain adjustments in this update must be applied on a prospective basis, certain amendments must be applied on a retrospective basis and certain amendments must be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings in the period of adoption. We are currently evaluating the impact of this ASU on our financial statements and related disclosures.

Revenue (Tables)

Revenue (Tables)	3 Months Ended
Revenue (Tables)	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The following table disaggregates our revenues by major geographical region for the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Titanium Dioxide Performance Additives Total Titanium Dioxide Performance Additives Total Europe $ 206 $ 50 $ 256 $ 213 $ 55 $ 268 North America 76 57 133 77 57 134 Asia 77 20 97 92 21 113 Other 43 3 46 43 4 47 Total Revenues $ 402 $ 130 $ 532 $ 425 $ 137 $ 562 The following table disaggregates our revenues by major product line for the three months ended March 31, 2020 and 2019: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Titanium Dioxide Performance Additives Total Titanium Dioxide Performance Additives Total TiO 2 $ 402 $ — $ 402 $ 425 $ — $ 425 Color Pigments — 62 62 — 70 70 Functional Additives — 33 33 — 32 32 Timber Treatment — 29 29 — 29 29 Water Treatment — 6 6 — 6 6 Total Revenues $ 402 $ 130 $ 532 $ 425 $ 137 $ 562

Inventories (Tables)

Inventories (Tables)	3 Months Ended
Inventories (Tables)	Mar. 31, 2020
Inventory Disclosure [Abstract]
Schedule of components of inventory	Inventories at March 31, 2020 and December 31, 2019 consisted of the following: March 31, 2020 December 31, 2019 Raw materials and supplies $ 158 $ 166 Work in process 49 49 Finished goods 285 298 Total $ 492 $ 513

Variable Interest Entities (Tab

Variable Interest Entities (Tables)	3 Months Ended
Variable Interest Entities (Tables)	Mar. 31, 2020
Variable Interest Entity, Primary Beneficiary, Does Not Hold Majority Voting Interest, Disclosures [Abstract]
Schedule of financial information of VIE's	The revenues, income before income taxes and net cash provided by operating activities for our variable interest entities for the three months ended March 31, 2020 and 2019 are as follows: Three months ended 2020 2019 Revenues $ 23 $ 22 Income before income taxes 2 2 Net cash provided by operating activities 3 2

Restructuring, Impairment, an_2

Restructuring, Impairment, and Plant Closing and Transition Costs (Tables)	3 Months Ended
	Mar. 31, 2020
Restructuring and Related Activities [Abstract]
Schedule of accrued restructuring, impairment and plant closing costs by type of cost and initiative	As of March 31, 2020 and December 31, 2019, accrued restructuring and plant closing and transition costs by type of cost and year of initiative consisted of the following: Workforce reductions (1) Other restructuring costs Total (2) Accrued liabilities as of December 31, 2019 $ 15 $ 1 $ 16 2020 charges for 2019 and prior initiatives 3 3 6 2020 charges for 2020 initiatives — — — 2020 payments for 2019 and prior initiatives (6) (3) (9) 2020 payments for 2020 initiatives — — — Foreign currency effect on liability balance — — — Accrued liabilities as of March 31, 2020 $ 12 $ 1 $ 13 (1) The total workforce reduction reserves of $12 million relate to the termination of 171 positions, of which nine positions have been terminated but require future payment as of March 31, 2020. Details with respect to our reserves for restructuring, impairment and plant closing and transition costs are provided below by segment and initiative: Titanium Performance Total Accrued liabilities as of December 31, 2019 $ 16 $ — $ 16 2020 charges for 2019 and prior initiatives 5 1 6 2020 charges for 2020 initiative — — — 2020 payments for 2019 and prior initiatives (8) (1) (9) 2020 payments for 2020 initiatives — — — Accrued liabilities as of March 31, 2020 $ 13 $ — $ 13 Current portion of restructuring reserves $ 7 $ — $ 7 Long-term portion of restructuring reserve $ 6 $ — $ 6
Schedule of accrued liabilities by year of initiatives	Accrued liabilities remaining at March 31, 2020 and December 31, 2019 by year of initiatives were as follows: March 31, 2020 December 31, 2019 2018 initiatives and prior $ 13 $ 16 2019 initiatives — — 2020 initiatives — — Total $ 13 $ 16
Schedule of cash and noncash restructuring charges by initiative	Details with respect to major cost type of restructuring charges and impairment of assets for the three months ended March 31, 2020 and 2019 by initiative are provided below: Three months ended 2020 2019 Cash charges $ 6 $ 8 Accelerated depreciation 1 4 Total Restructuring, Impairment and Plant Closing and Transition Costs $ 7 $ 12

Debt (Tables)

Debt (Tables)	3 Months Ended
Debt (Tables)	Mar. 31, 2020
Debt Disclosure [Abstract]
Schedule of outstanding debt	Outstanding debt, net of issuance costs of $14 million, each, as of March 31, 2020 and December 31, 2019, consisted of the following: March 31, 2020 December 31, 2019 Senior Notes $ 371 $ 371 Term Loan Facility 361 361 Other 74 18 Total debt 806 750 Less: short-term debt and current portion of long-term debt 70 13 Long-term debt $ 736 $ 737

Earnings Per Share (Tables)

Earnings Per Share (Tables)	3 Months Ended
Earnings Per Share (Tables)	Mar. 31, 2020
Earnings Per Share [Abstract]
Schedule of basic and diluted earnings (loss) per share	Basic and diluted earnings per share are determined using the following information: Three months ended 2020 2019 Numerator: Net income (loss) attributable to Venator Materials PLC ordinary shareholders $ 7 $ (3) Denominator: Weighted average shares outstanding 106.7 106.5 Dilutive share-based awards — 0.3 Total weighted average shares outstanding, including dilutive shares 106.7 106.8

Other Comprehensive Income (Tab

Other Comprehensive Income (Tables)	3 Months Ended
Other Comprehensive Income (Tables)	Mar. 31, 2020
Comprehensive Income (Loss), Net of Tax, Including Portion Attributable to Noncontrolling Interest [Abstract]
Schedule of other comprehensive income (loss)	Other comprehensive income consisted of the following: Foreign currency translation adjustment (a) Pension and other postretirement benefits adjustments net of tax (b) Other comprehensive loss of unconsolidated affiliates Hedging Instruments Total Amounts attributable to noncontrolling interests Amounts attributable to Venator Beginning balance, January 1, 2020 $ (97) $ (295) $ (5) $ 12 $ (385) $ — $ (385) Other comprehensive (loss) income before reclassifications, gross (36) — — 11 (25) — (25) Tax expense — — — (1) (1) — (1) Amounts reclassified from accumulated other comprehensive loss, gross (c) — 3 — — 3 — 3 Tax expense — — — — — — — Net current-period other comprehensive (loss) income (36) 3 — 10 (23) — (23) Ending balance, March 31, 2020 $ (133) $ (292) $ (5) $ 22 $ (408) $ — $ (408) Foreign currency translation adjustment (d) Pension and other postretirement benefits adjustments net of tax (e) Other comprehensive loss of unconsolidated affiliates Hedging Instruments Total Amounts attributable to noncontrolling interests Amounts attributable to Venator Beginning balance, January 1, 2019 $ (96) $ (278) $ (5) $ 6 $ (373) $ — $ (373) Other comprehensive income before reclassifications, gross 11 — — 4 15 — 15 Tax expense — — — — — — — Amounts reclassified from accumulated other comprehensive loss, gross (c) — 4 — — 4 — 4 Tax expense — — — — — — — Net current-period other comprehensive income 11 4 — 4 19 — 19 Ending balance, March 31, 2019 $ (85) $ (274) $ (5) $ 10 $ (354) $ — $ (354) (a) Amounts are net of tax of nil as of March 31, 2020 and January 1, 2020, each. (b) Amounts are net of tax of $50 million as of March 31, 2020 and January 1, 2020, each. (c) See table below for details about the amounts reclassified from accumulated other comprehensive loss. (d) Amounts are net of tax of nil as of March 31, 2019 and January 1, 2019, each. (e) Amounts are net of tax of $50 million as of March 31, 2019 and January 1, 2019, each.
Schedule of details about reclassifications from other comprehensive loss	Three months ended Affected line item in the statement where net income is presented 2020 2019 Details about Accumulated Other Comprehensive Loss Components (a) : Amortization of pension and other postretirement benefits: Actuarial loss $ 3 $ 4 Other income Prior service credit — — Other income Total before tax 3 4 Income tax expense — — Income tax benefit (expense) Total reclassifications for the period, net of tax $ 3 $ 4 (a) Pension and other postretirement benefit amounts in parentheses indicate credits on our unaudited condensed consolidated statements of operations.

Operating Segment Information (

Operating Segment Information (Tables)	3 Months Ended
Operating Segment Information (Tables)	Mar. 31, 2020
Segment Reporting [Abstract]
Schedule of segments	The major product groups of each reportable operating segment are as follows: Segment Product Group Titanium Dioxide titanium dioxide Performance Additives functional additives, color pigments, timber treatment and water treatment chemicals
Schedule of segments	The revenues and adjusted EBITDA for each of the two reportable operating segments are as follows: Three months ended 2020 2019 Revenues: Titanium Dioxide $ 402 $ 425 Performance Additives 130 137 Total $ 532 $ 562 Adjusted EBITDA (1) Titanium Dioxide $ 46 $ 61 Performance Additives 22 15 68 76 Corporate and Other (11) (16) Total 57 60 Reconciliation of adjusted EBITDA to net income: Interest expense (13) (14) Interest income 3 3 Income tax benefit (expense) 2 (1) Depreciation and amortization (28) (26) Net income attributable to noncontrolling interests 1 1 Other adjustments: Business acquisition and integration expenses (1) (2) Loss on disposition of business/assets (2) — Amortization of pension and postretirement actuarial losses (3) (4) Net plant incident costs (1) (7) Restructuring, impairment and plant closing and transition costs (7) (12) Net income (loss) $ 8 $ (2) (1) Adjusted EBITDA is defined as net income/loss of Venator before interest expense, interest income, income tax expense/benefit, depreciation and amortization and net income attributable to noncontrolling interests, as well as eliminating the following adjustments: (a) business acquisition and integration expenses/adjustments; (b) loss/gain on disposition of business/assets; (c) amortization of pension and postretirement actuarial losses/gains; (d) net plant incident costs/credits; and (e) restructuring, impairment, and plant closing and transition costs/credits.

General, Description of Busin_3

General, Description of Business, Recent Developments and Basis of Presentation - Description of Business (Details)	3 Months Ended
	Mar. 31, 2020facilitysegment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments \| segment	2
Number of manufacturing and processing facilities \| facility	16

Revenue - Disaggregation of Rev

Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Disaggregation of Revenue [Line Items]
Revenue	$ 532	$ 562
TiO2
Disaggregation of Revenue [Line Items]
Revenue	402	425
Color Pigments
Disaggregation of Revenue [Line Items]
Revenue	62	70
Functional Additives
Disaggregation of Revenue [Line Items]
Revenue	33	32
Timber Treatment
Disaggregation of Revenue [Line Items]
Revenue	29	29
Water Treatment
Disaggregation of Revenue [Line Items]
Revenue	6	6
Europe
Disaggregation of Revenue [Line Items]
Revenue	256	268
North America
Disaggregation of Revenue [Line Items]
Revenue	133	134
Asia
Disaggregation of Revenue [Line Items]
Revenue	97	113
Other
Disaggregation of Revenue [Line Items]
Revenue	46	47
Titanium Dioxide
Disaggregation of Revenue [Line Items]
Revenue	402	425
Titanium Dioxide \| TiO2
Disaggregation of Revenue [Line Items]
Revenue	402	425
Titanium Dioxide \| Color Pigments
Disaggregation of Revenue [Line Items]
Revenue	0	0
Titanium Dioxide \| Functional Additives
Disaggregation of Revenue [Line Items]
Revenue	0	0
Titanium Dioxide \| Timber Treatment
Disaggregation of Revenue [Line Items]
Revenue	0	0
Titanium Dioxide \| Water Treatment
Disaggregation of Revenue [Line Items]
Revenue	0	0
Titanium Dioxide \| Europe
Disaggregation of Revenue [Line Items]
Revenue	206	213
Titanium Dioxide \| North America
Disaggregation of Revenue [Line Items]
Revenue	76	77
Titanium Dioxide \| Asia
Disaggregation of Revenue [Line Items]
Revenue	77	92
Titanium Dioxide \| Other
Disaggregation of Revenue [Line Items]
Revenue	43	43
Performance Additives
Disaggregation of Revenue [Line Items]
Revenue	130	137
Performance Additives \| TiO2
Disaggregation of Revenue [Line Items]
Revenue	0	0
Performance Additives \| Color Pigments
Disaggregation of Revenue [Line Items]
Revenue	62	70
Performance Additives \| Functional Additives
Disaggregation of Revenue [Line Items]
Revenue	33	32
Performance Additives \| Timber Treatment
Disaggregation of Revenue [Line Items]
Revenue	29	29
Performance Additives \| Water Treatment
Disaggregation of Revenue [Line Items]
Revenue	6	6
Performance Additives \| Europe
Disaggregation of Revenue [Line Items]
Revenue	50	55
Performance Additives \| North America
Disaggregation of Revenue [Line Items]
Revenue	57	57
Performance Additives \| Asia
Disaggregation of Revenue [Line Items]
Revenue	20	21
Performance Additives \| Other
Disaggregation of Revenue [Line Items]
Revenue	$ 3	$ 4

Revenue (Narrative) (Details)

Revenue (Narrative) (Details)	3 Months Ended
Revenue (Narrative) (Details)	Mar. 31, 2020
Minimum
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue payment term	30 days
Maximum
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue payment term	90 days

Inventories (Details)

Inventories (Details) - USD ($) $ in Millions		Mar. 31, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Raw materials and supplies		$ 158	$ 166
Work in process		49	49
Finished goods		285	298
Total	[1]	$ 492	$ 513

[1]	At March 31, 2020 and December 31, 2019, the following amounts from consolidated variable interest entities are included in the respective balance sheet captions above: $6 and $2 of cash and cash equivalents; $5 and $4 of accounts receivable, net; $2 each of inventories; $5 each of property, plant and equipment, net; $1 each of operating lease right-of-use assets; $11 each of intangible assets, net; $1 each of accounts payable; $2 and $3 of accrued liabilities; $1 each of operating lease liabilities; and $2 and nil of current portion of debt. See "Note 5. Variable Interest Entities."

Variable Interest Entities (Det

Variable Interest Entities (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Revenues, income from continuing operations before income taxes and net cash provided by operating activities for our variable interest entities
Revenues	$ 532	$ 562
Income before income taxes	6	(1)
Net cash provided by operating activities	(58)	(29)
Consolidated VIE's
Revenues, income from continuing operations before income taxes and net cash provided by operating activities for our variable interest entities
Revenues	23	22
Income before income taxes	2	2
Net cash provided by operating activities	$ 3	$ 2
Pacific Iron Products
Identification of variable interest entities through investments and transactions
Variable interest entity ownership percentage	50.00%
Viance
Identification of variable interest entities through investments and transactions
Variable interest entity ownership percentage	50.00%

Restructuring, Impairment, an_3

Restructuring, Impairment, and Plant Closing and Transition Costs - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		57 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2024
Restructuring, impairment and plant closing costs
Accelerated depreciation	$ 1	$ 4
Cash charges	6	8
Workforce reductions
Restructuring, impairment and plant closing costs
Restructuring expense	0	3
South Africa \| Titanium Dioxide
Restructuring, impairment and plant closing costs
Restructuring expense	0	1
Calais, France \| Titanium Dioxide
Restructuring, impairment and plant closing costs
Restructuring expense	2	1
Additional restructuring charges remaining	15
Pori, Finland \| Titanium Dioxide \| Facility closing
Restructuring, impairment and plant closing costs
Restructuring expense	4	6
Additional restructuring charges remaining	95
Accelerated depreciation	1	3
Severance costs	1	2
Plant shut down costs	2
Other noncash charges	1	3
Cash charges	3	3
Write off of other assets		1
Beltsville, Maryland
Restructuring, impairment and plant closing costs
Accelerated depreciation	$ 0	$ 1
Forecast \| Pori, Finland \| Titanium Dioxide \| Facility closing
Restructuring, impairment and plant closing costs
Accelerated depreciation			$ 8
Severance costs			2
Plant shut down costs			83
Other noncash charges			10
Cash charges			85
Write off of other assets			$ 2

Restructuring, Impairment, an_4

Restructuring, Impairment, and Plant Closing and Transition Costs - Accrued Restructuring and Plant Closing and Transition Costs (Details) $ in Millions	3 Months Ended
	Mar. 31, 2020USD ($)position	Mar. 31, 2019USD ($)
Accrued restructuring costs roll forward
Accrued liabilities as of December 31, 2019	$ 16
Foreign currency effect on liability balance	0
Accrued liabilities as of March 31, 2020	13
Current portion of restructuring reserves	7
Long-term portion of restructuring reserve	6
Titanium Dioxide
Accrued restructuring costs roll forward
Accrued liabilities as of December 31, 2019	16
Accrued liabilities as of March 31, 2020	13
Current portion of restructuring reserves	7
Long-term portion of restructuring reserve	6
Performance Additives
Accrued restructuring costs roll forward
Accrued liabilities as of December 31, 2019	0
Accrued liabilities as of March 31, 2020	0
Current portion of restructuring reserves	0
Long-term portion of restructuring reserve	0
2019 initiatives and prior
Accrued restructuring costs roll forward
Restructuring expense	6
Restructuring payments	(9)
2019 initiatives and prior \| Titanium Dioxide
Accrued restructuring costs roll forward
Restructuring expense	5
Restructuring payments	(8)
2019 initiatives and prior \| Performance Additives
Accrued restructuring costs roll forward
Restructuring expense	1
Restructuring payments	(1)
2020 initiatives
Accrued restructuring costs roll forward
Accrued liabilities as of December 31, 2019	0
Restructuring expense	0
Restructuring payments	0
Accrued liabilities as of March 31, 2020	0
2020 initiatives \| Titanium Dioxide
Accrued restructuring costs roll forward
Restructuring expense	0
Restructuring payments	0
2020 initiatives \| Performance Additives
Accrued restructuring costs roll forward
Restructuring expense	0
Restructuring payments	0
Workforce reductions
Accrued restructuring costs roll forward
Accrued liabilities as of December 31, 2019	15
Restructuring expense	0	$ 3
Foreign currency effect on liability balance	0
Accrued liabilities as of March 31, 2020	$ 12
Number of positions terminated \| position	171
Number of positions not eliminated \| position	9
Workforce reductions \| 2019 initiatives and prior
Accrued restructuring costs roll forward
Restructuring expense	$ 3
Restructuring payments	(6)
Workforce reductions \| 2020 initiatives
Accrued restructuring costs roll forward
Restructuring expense	0
Restructuring payments	0
Other restructuring costs
Accrued restructuring costs roll forward
Accrued liabilities as of December 31, 2019	1
Foreign currency effect on liability balance	0
Accrued liabilities as of March 31, 2020	1
Other restructuring costs \| 2019 initiatives and prior
Accrued restructuring costs roll forward
Restructuring expense	3
Restructuring payments	(3)
Other restructuring costs \| 2020 initiatives
Accrued restructuring costs roll forward
Restructuring expense	0
Restructuring payments	$ 0

Restructuring, Impairment, an_5

Restructuring, Impairment, and Plant Closing and Transition Costs - Accrued Liabilities by Initiatives (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Accrued liabilities by initiatives
Accrued liabilities	$ 13	$ 16
2018 initiatives and prior
Accrued liabilities by initiatives
Accrued liabilities	13	16
2019 initiatives
Accrued liabilities by initiatives
Accrued liabilities	0	0
2020 initiatives
Accrued liabilities by initiatives
Accrued liabilities	$ 0	$ 0

Restructuring, Impairment, an_6

Restructuring, Impairment, and Plant Closing and Transition Costs - Restructuring, Impairment and Plant Closing and Transition Costs (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Restructuring and Related Activities [Abstract]
Cash charges	$ 6	$ 8
Accelerated depreciation	1	4
Total Restructuring, Impairment and Plant Closing and Transition Costs	$ 7	$ 12

Debt - Narrative (Details)

Debt - Narrative (Details) - USD ($)	Jul. 14, 2017	Mar. 31, 2020	Dec. 31, 2019	Jun. 20, 2019
Debt
Debt issuance costs		$ 14,000,000	$ 14,000,000
Letters of credit		71,000,000
Letter of Credit
Debt
Unsecured debt		49,000,000
Senior Notes
Debt
Fair value of debt instruments		292,000,000	346,000,000
Stated interest rate as a percentage	5.75%
Senior Notes \| Prior to July 15 2020
Debt
Redemption price as a percentage	100.00%
Maximum aggregate principal amount not greater than net cash proceeds of certain equity offerings	40.00%
Net cash proceeds of equity offerings as a percentage of principal amount	105.75%
Senior Notes \| Occurrence Certain Change of Control Events
Debt
Redemption price as a percentage	101.00%
Term Loan Facility
Debt
Fair value of debt instruments		317,000,000	365,000,000
Aggregate principal amount		$ 375,000,000
Maturity term (years)		7 years
Amortization of line of credit facility as a percentage of principal amount		1.00%
Term Loan Facility \| Federal funds rate
Debt
Interest rate basis as a percentage		0.50%
Term Loan Facility \| LIBOR
Debt
Interest rate basis as a percentage		1.00%
ABL facility
Debt
Maturity term (years)		5 years
Maximum borrowing capacity commitment		$ 300,000,000		$ 350,000,000
Letters of credit		$ 22,000,000
ABL facility \| LIBOR \| Minimum
Debt
Interest rate basis as a percentage		1.50%
ABL facility \| LIBOR \| Maximum
Debt
Interest rate basis as a percentage		2.00%
Senior Notes and Term Loan Facility
Debt
Weighted average interest rate (as a percent)		4.00%
Senior Credit Facilities
Debt
Aggregate principal amount		$ 675,000,000
Line of Credit \| ABL facility
Debt
Aggregate principal outstanding		$ 60,000,000	$ 0

Debt - Outstanding Debt (Detail

Debt - Outstanding Debt (Details) - USD ($) $ in Millions	Mar. 31, 2020	Dec. 31, 2019
Debt
Total debt	$ 806	$ 750
Less: short-term debt and current portion of long-term debt	70	13
Long-term debt	736	737
Senior Notes
Debt
Total debt	371	371
Term Loan Facility
Debt
Total debt	361	361
Other
Debt
Total debt	$ 74	$ 18

Derivative Instruments and He_2

Derivative Instruments and Hedging Activities (Details) € in Millions, $ in Millions	1 Months Ended	3 Months Ended
	Aug. 31, 2019USD ($)derivative_instrument	Mar. 31, 2020USD ($)	Mar. 31, 2019USD ($)	Dec. 31, 2019USD ($)	Aug. 31, 2019EUR (€)derivative_instrument	Dec. 31, 2017USD ($)derivative_instrument	Dec. 31, 2017EUR (€)derivative_instrument
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Hedging instruments gain (loss)		$ 10	$ 4
Cross currency interest rate contracts \| Designated as Hedges
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Number of derivative instruments held \| derivative_instrument	3				3	3	3
Notional amount of hedged item	$ 200					$ 200
Fixed interest rate of hedged item (percentage)	5.75%				5.75%	5.75%	5.75%
Notional amount of derivative \| €					€ 181		€ 169
Fixed percentage to be paid under the hedge						3.43%	3.43%
Number of instruments settled \| derivative_instrument	3				3
Proceeds from the termination of cross currency swap contracts	$ 15
Weighted average interest rate (percentage)	3.73%				3.73%
Hedging instruments gain (loss)		11	$ 4
Cross currency interest rate contracts \| Designated as Hedges \| Other Noncurrent Assets
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Fair value of the hedge		8
Fair value of the hedge				$ 3
Forward foreign currency contracts \| Not Designated as Hedges
DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES
Notional amount of derivative		$ 64		$ 75
Maturity period of spot or forward exchange rate contracts		1 month

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended
Income Taxes - Narrative (Details) - USD ($) $ in Millions	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019	Dec. 31, 2017
Income Tax
Income tax expense (benefit)	$ (2)	$ 1
Noncurrent payable to affiliates	$ 30		$ 30
United States
Income Tax
Deferred tax asset due to basis step up				$ 36

Earnings Per Share (Details)

Earnings Per Share (Details) - USD ($) shares in Millions, $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Basic and diluted net income:
Net income (loss) attributable to Venator Materials PLC ordinary shareholders	$ 7	$ (3)
Denominator:
Weighted average shares outstanding (shares)	106.7	106.5
Dilutive share-based awards (shares)	0	0.3
Total weighted average shares outstanding, including dilutive shares (shares)	106.7	106.8
Stock Compensation Plan
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computations of earnings per share (shares)	3	1

Commitments and Contingencies (

Commitments and Contingencies (Details) € in Millions, $ in Millions	Apr. 17, 2020EUR (€)	Jul. 02, 2019EUR (€)	Jun. 17, 2019USD ($)	May 14, 2019USD ($)	Jul. 14, 2018USD ($)	Mar. 31, 2020EUR (€)claim	Dec. 31, 2015month	Dec. 19, 2018EUR (€)
Tronox Litigation
Loss Contingencies [Line Items]
Gain contingency \| $				$ 75
Loss contingency for affirmative defenses and counterclaims \| $			$ 400
Neste Engineering Services Arbitration
Loss Contingencies [Line Items]
Loss contingency accrual								€ 14
Calais Pipeline Matter
Loss Contingencies [Line Items]
Number of pending claims \| claim						2
Tronox Limited
Loss Contingencies [Line Items]
Break fee \| $					$ 75
Skangass Oy (Gasum LNG Oy)
Loss Contingencies [Line Items]
Supply agreement original term (years)							10 years
Supply agreement, number of months notice required for termination \| month							12
NES \| Neste Engineering Services Arbitration
Loss Contingencies [Line Items]
Damages sought		€ 1.6
The Region Hauts-de-France \| Calais Pipeline Matter
Loss Contingencies [Line Items]
Damages sought						€ 12
Skangass Oy (Gasum LNG Oy) \| Gasum Arbitration \| Subsequent Event
Loss Contingencies [Line Items]
Damages sought	€ 27

Environmental, Health and Saf_2

Environmental, Health and Safety Matters (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
ENVIRONMENTAL, HEALTH AND SAFETY MATTERS
Capital expenditures for EHS matters	$ 6	$ 4
Environmental reserves	$ 8		$ 9

Other Comprehensive Income - Ot

Other Comprehensive Income - Other Comprehensive Loss (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019	Dec. 31, 2018
Components of other comprehensive loss
Balance at the beginning of the period	$ 673,000,000	$ 855,000,000
Total other comprehensive (loss) income, net of tax	(23,000,000)	19,000,000
Balance at the end of the period	659,000,000	872,000,000
Foreign currency translation adjustment
Components of other comprehensive loss
Balance at the beginning of the period	(97,000,000)	(96,000,000)
Other comprehensive (loss) income before reclassifications, gross	(36,000,000)	11,000,000
Tax expense	0	0
Amounts reclassified from accumulated other comprehensive loss, gross	0	0
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	(36,000,000)	11,000,000
Balance at the end of the period	(133,000,000)	(85,000,000)
AOCI tax	0	0	$ 0	$ 0
Pension and other postretirement benefits adjustments net of tax
Components of other comprehensive loss
Balance at the beginning of the period	(295,000,000)	(278,000,000)
Other comprehensive (loss) income before reclassifications, gross	0	0
Tax expense	0	0
Amounts reclassified from accumulated other comprehensive loss, gross	3,000,000	4,000,000
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	3,000,000	4,000,000
Balance at the end of the period	(292,000,000)	(274,000,000)
AOCI tax	50,000,000	50,000,000	$ 50,000,000	$ 50,000,000
Other comprehensive loss of unconsolidated affiliates
Components of other comprehensive loss
Balance at the beginning of the period	(5,000,000)	(5,000,000)
Other comprehensive (loss) income before reclassifications, gross	0	0
Tax expense	0	0
Amounts reclassified from accumulated other comprehensive loss, gross	0	0
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	0	0
Balance at the end of the period	(5,000,000)	(5,000,000)
Hedging Instruments
Components of other comprehensive loss
Balance at the beginning of the period	12,000,000	6,000,000
Other comprehensive (loss) income before reclassifications, gross	11,000,000	4,000,000
Tax expense	(1,000,000)	0
Amounts reclassified from accumulated other comprehensive loss, gross	0	0
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	10,000,000	4,000,000
Balance at the end of the period	22,000,000	10,000,000
Total
Components of other comprehensive loss
Balance at the beginning of the period	(385,000,000)	(373,000,000)
Other comprehensive (loss) income before reclassifications, gross	(25,000,000)	15,000,000
Tax expense	(1,000,000)	0
Amounts reclassified from accumulated other comprehensive loss, gross	3,000,000	4,000,000
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	(23,000,000)	19,000,000
Balance at the end of the period	(408,000,000)	(354,000,000)
Amounts attributable to noncontrolling interests
Components of other comprehensive loss
Balance at the beginning of the period	0	0
Other comprehensive (loss) income before reclassifications, gross	0	0
Tax expense	0	0
Amounts reclassified from accumulated other comprehensive loss, gross	0	0
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	0	0
Balance at the end of the period	0	0
Amounts attributable to Venator
Components of other comprehensive loss
Balance at the beginning of the period	(385,000,000)	(373,000,000)
Other comprehensive (loss) income before reclassifications, gross	(25,000,000)	15,000,000
Tax expense	(1,000,000)	0
Amounts reclassified from accumulated other comprehensive loss, gross	3,000,000	4,000,000
Tax expense	0	0
Total other comprehensive (loss) income, net of tax	(23,000,000)	19,000,000
Balance at the end of the period	$ (408,000,000)	$ (354,000,000)

Other Comprehensive Income - Re

Other Comprehensive Income - Reclassifications (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Reclassification from accumulated other comprehensive loss
Amortization of pension and other postretirement benefits	$ 4	$ 1
Total before tax	6	(1)
Income tax expense	(2)	1
Net income (loss)	8	(2)
Reclassification out of Accumulated Other Comprehensive Income
Reclassification from accumulated other comprehensive loss
Income tax expense	0	0
Net income (loss)	3	4
Reclassification out of Accumulated Other Comprehensive Income \| Pension and other postretirement benefits adjustments net of tax
Reclassification from accumulated other comprehensive loss
Total before tax	3	4
Reclassification out of Accumulated Other Comprehensive Income \| Actuarial loss
Reclassification from accumulated other comprehensive loss
Amortization of pension and other postretirement benefits	3	4
Reclassification out of Accumulated Other Comprehensive Income \| Prior service credit
Reclassification from accumulated other comprehensive loss
Amortization of pension and other postretirement benefits	$ 0	$ 0

Operating Segment Information_2

Operating Segment Information (Details) $ in Millions	3 Months Ended
Operating Segment Information (Details) $ in Millions	Mar. 31, 2020USD ($)segment	Mar. 31, 2019USD ($)
OPERATING SEGMENT INFORMATION
Number of reportable segments \| segment	2
Revenues:
Revenues	$ 532	$ 562
Segment Adjusted EBITDA
Segment adjusted EBITDA	57	60
Reconciliation of adjusted EBITDA to net income:
Interest expense	(13)	(14)
Interest income	3	3
Income tax benefit (expense)	2	(1)
Depreciation and amortization	(28)	(26)
Net income attributable to noncontrolling interests	1	1
Other adjustments:
Business acquisition and integration expenses	(1)	(2)
Loss on disposition of business/assets	(2)	0
Amortization of pension and postretirement actuarial losses	(3)	(4)
Net plant incident costs	(1)	(7)
Restructuring, impairment and plant closing and transition costs	(7)	(12)
Net (loss) income	8	(2)
Titanium Dioxide
Revenues:
Revenues	402	425
Performance Additives
Revenues:
Revenues	130	137
Operating segments
Segment Adjusted EBITDA
Segment adjusted EBITDA	68	76
Operating segments \| Titanium Dioxide
Segment Adjusted EBITDA
Segment adjusted EBITDA	46	61
Operating segments \| Performance Additives
Segment Adjusted EBITDA
Segment adjusted EBITDA	22	15
Corporate and Other
Segment Adjusted EBITDA
Segment adjusted EBITDA	$ (11)	$ (16)