STAMFORD, Conn., Aug. 3, 2016 /PRNewswire/ -- Tronox Limited (NYSE:TROX) today reported second quarter 2016 revenue of $537 million compared to $617 million in the second quarter 2015 and $475 million in the first quarter 2016. Income from operations of $8 million improved from an operating loss of $50 million in the year-ago quarter and an operating loss of $29 million in the prior quarter. Net loss attributable to Tronox Limited was $50 million, or $0.42 per diluted share, which included restructuring income of $1 million, or $0.01 per diluted share, compared to a net loss attributable to Tronox Limited of $119 million, or $1.03 per diluted share in the year-ago quarter and a net loss attributable to Tronox Limited of $91 million, or $0.78 per diluted share in the prior quarter. Adjusted net loss attributable to Tronox Limited was $51 million, or $0.43 per diluted share. Adjusted EBITDA was $71 million compared to $67 million in the year-ago quarter and $40 million in the prior quarter.

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Tom Casey, chairman and CEO of Tronox, said: "Our TiO(2) business generated considerable momentum in the second quarter, reporting adjusted EBITDA of $59 million, which represents a 168 percent improvement over our first quarter result. We benefited from pigment selling price increases, healthy demand growth and our continued strong operating cost performance. Pigment selling prices increased sequentially for the first time since 2012 and we expect to see another sequential improvement in the third quarter as announced price increases roll across our global customer base. We continue to match pigment production volumes to robust sales volumes and keep inventory at or below normal levels, even though our utilization rate increased to the mid-90s percent range in the quarter. We believe pigment inventories are normal or below normal at both customer and producer levels across the globe. Our Alkali business continues to operate in a sold-out mode and deliver significant free cash flow to the company. Both TiO(2) and Alkali ratified new multi-year labor contracts for our operations in South Africa and Green River, Wyo, respectively."

Casey concluded: "We believe that the second quarter marked the turn in pigment pricing and we expect feedstock prices to follow within a few quarters. It also marked the halfway point of our three-year Operational Excellence program in TiO(2) to generate more than $600 million of aggregate cash from cost and working capital reductions over the period 2015-2017. We are ahead of schedule in meeting our targets. Cash generated from annual cost reduction totals $220 million through the first half of 2016. 2015 initiatives generated $90 million in 2015 and, after an additional $3 million of costs to achieve the 2015 savings that were paid in 2016, we sustained $87 million of these savings in the first half of 2016. 2016 initiatives generated an additional $43 million in the first half. Cash delivered from working capital reductions totals $202 million through the first half of 2016. In 2015, $98 million was delivered and an additional $104 million was delivered in the first half of 2016. Total Operational Excellence aggregate cash generation totals $422 million through the first half 2016."

Second Quarter 2016

Tronox TiO(2)

TiO(2 )segment revenue of $333 million was 19 percent lower than $409 million in the year-ago quarter, primarily the result of lower pigment selling prices and lower titanium slag sales volumes. Pigment products sales of $244 million declined 8 percent compared to $266 million in the year-ago quarter, as sales volumes increased 3 percent and average selling prices declined 11 percent (11 percent on a local currency basis). Higher sales volumes were realized in North America and Asia-Pacific, while sales volumes in EMEA and Latin America were lower than year-ago levels. Selling prices were lower in all regions. Titanium feedstock and co-products sales of $73 million were 37 percent lower than $116 million in the year-ago quarter, driven primarily by lower sales for titanium slag and pig iron and lower zircon selling prices. Titanium slag sales volumes in the quarter were one-third the level of those in the year-ago quarter and selling prices were 23 percent lower. Sales volumes for natural rutile increased 58 percent while selling prices declined 14 percent. Zircon sales volumes increased 3 percent and selling prices were 16 percent lower than the year-ago quarter. Pig iron sales volumes declined 27 percent and selling prices were 24 percent lower. Lower pig iron sales can be attributed to lower production as production was curtailed at two furnaces starting in the second quarter of last year. Pig iron is a by-product of making titanium slag in our furnaces in South Africa. Pig iron selling prices are correlated to market pricing for iron ore.

Compared sequentially, TiO(2) segment revenue of $333 million increased 17 percent versus $285 million in the first quarter, driven by higher pigment sales and feedstock and co-products sales volumes. Pigment products sales of $244 million increased 13 percent compared to $216 million in the first quarter, as sales volumes increased 8 percent and selling prices increased 5 percent (4 percent on a local currency basis). Sales volumes were higher in North America and Asia-Pacific and lower in EMEA and Latin America. Selling prices were higher in all regions. Titanium feedstock and co-products sales of $73 million increased 28 percent compared to $57 million in the first quarter, led by higher titanium slag and zircon sales volumes. Zircon sales volumes increased 56 percent, including a shipment that was rescheduled from the first quarter to the second quarter, while selling prices were 10 percent lower than the prior quarter. In the second quarter, our first shipment of zircon was made from our new Fairbreeze mine. We expect zircon sales volumes in 2016 to exceed those of 2015 by approximately 5 percent as we ramp up production to match market demand. Natural rutile sales volumes and selling prices were level to the first quarter. Pig iron sales volumes increased 9 percent and selling prices remained level.

TiO(2) segment operating income of $6 million improved from an operating loss of $41 million in the year-ago quarter and an operating loss of $36 million in the prior quarter. With cash provided by operating activities of $67 million and capital expenditures of $18 million, TiO(2) delivered free cash flow of $49 million in the second quarter.

Despite lower selling prices in all major products in the segment, TiO(2 )segment adjusted EBITDA of $59 million increased 64 percent from $36 million in the year-ago quarter, driven by significant cost reductions resulting from the Operational Excellence program and the favorable impact of foreign exchange on production costs, partially offset by the impact of feedstock production curtailments.

Compared sequentially, adjusted EBITDA of $59 million improved by 168 percent from $22 million in the first quarter, driven by significant pigment price increases and production cost reductions, higher sales volumes across the segment and the benefit of higher pigment production efficiency and plant utilization.

TiO(2 )successfully negotiated a new two-year labor agreement for its South Africa operations. The new agreement, which expires on June 30, 2018, was negotiated and ratified without any work stoppages.

Tronox Alkali

Alkali segment revenue of $204 million was 2 percent lower than $208 million in the year-ago quarter, as sales volumes and selling prices were both 1 percent lower. In the domestic market, sales volumes increased 5 percent, driven by continued strong demand growth, particularly in flat glass and chemicals markets. Domestic selling prices were level, as price increases in the low single-digit percent range implemented in annual contracts at the beginning of the year were offset by customer mix in the quarter. In export markets, sales volumes were 6 percent lower, as a higher portion of production volumes was allocated to domestic markets to meet strong demand growth. Selling prices in export markets declined 6 percent primarily due to lower prices in Asia. Chinese soda ash producers lowered domestic and export prices in the fourth quarter last year as raw material, shipping and energy cost deflation and currency devaluation lowered their costs.

Compared sequentially, Alkali revenue of $204 million increased 7 percent from $190 million in the first quarter. Sales volumes increased 10 percent driven by broad-based domestic and export demand growth. Domestic sales volumes increased 8 percent and export sales volumes increased 12 percent. Selling prices were 2 percent lower, as domestic selling prices declined 2 percent due to customer mix while export selling prices were level to the prior quarter.

Alkali segment operating income of $11 million declined from $25 million in the year-ago quarter and $20 million in the prior quarter. With cash provided by operating activities of $21 million and capital expenditures of $4 million, Alkali delivered free cash flow of $17 million in the second quarter.

Alkali segment adjusted EBITDA of $28 million declined from a record $50 million in the year-ago quarter, driven primarily by items in the current quarter totaling approximately $9 million that did not occur in the year-ago quarter, as well as by lower export sales, higher inflation-driven operating costs and unplanned maintenance. These items were the move of our longwall mining machine, the transition from a shared services agreement with the business' prior owner to a Tronox system and labor agreement supply reliability planning costs. Compared sequentially, Alkali adjusted EBITDA of $28 million declined from $35 million, as higher sales volumes were more than offset by the same items totaling approximately $9 million that also did not occur in the prior quarter.

Alkali successfully negotiated a new three-year labor agreement with employees at its Green River, Wyo. production facility. The new agreement, which expires June 30, 2019, was negotiated and ratified without work stoppage.

Corporate

Corporate loss from operations was $9 million in the second quarter compared to a loss from operations of $34 million in the year-ago quarter, which included $21 million of professional fees incurred for the Alkali acquisition, and a loss from operations of $13 million in the prior quarter. Corporate adjusted EBITDA was ($16) million compared to adjusted EBITDA of ($19) million in the year-ago quarter and adjusted EBITDA of ($17) million in the prior quarter. Corporate cash used in operations was $20 million in the quarter.

Consolidated

Selling, general and administrative expenses in the second quarter were $50 million, compared to $72 million in the year-ago quarter, which included $21 million of professional fees incurred for the Alkali acquisition, and $47 million in the prior quarter. Interest and debt expense of $46 million compares to $52 million in the year-ago quarter, which included an $8 million bridge financing fee related to the Alkali acquisition, and $46 million in the prior quarter. On June 30, 2016, gross consolidated debt was $3,055 million, and debt, net of cash and cash equivalents, was $2,867 million. Liquidity was $460 million including cash and cash equivalents on the balance sheet of $188 million as of June 30, 2016. Capital expenditures were $22 million and depreciation, depletion and amortization was $60 million.

Second Quarter 2016 Webcast Conference Call

Webcast Conference Call: Thursday, August 4, 2016, at 8:30 a.m. ET (New York). The live call is open to the public via Internet broadcast and telephone

Internet Broadcast: http://www.tronox.com/
Dial-in telephone numbers:
U.S. / Canada: +1.877.831.3840
International: +1.253.237.1184
Conference ID: 46571956

Conference Call Presentation Slides will be used during the conference call and are available on our website at http://www.tronox.com/

Webcast Conference Call Replay: Available via the Internet and telephone beginning on Thursday, August 4, 2016 at 11:30 a.m. ET (New York) until 11:30 p.m. ET (New York) on Tuesday, August 9, 2016

Internet Replay: www.tronox.com
Replay dial-in telephone numbers:
U.S. / Canada: +1.855.859.2056
International: +1.404.537.3406
Conference ID: : 46571956

Upcoming Conferences

During the third quarter 2016 a member of management is scheduled to present at the following conferences:


    --  UBS Global Chemicals Conference, New York, September 7, 2016
    --  RBC Global Industrials Conference, Las Vegas, September 8, 2016
    --  Credit Suisse Basic Materials Conference, New York, September 13, 2016
    --  Credit Suisse Global Credit Products Conference, Miami, September 22-23,
        2016
    --  Deutsche Bank Leveraged Finance Conference, Phoenix, September 27-28,
        2016

Accompanying conference materials will be available at http://investor.tronox.com

About Tronox

Tronox Limited operates two vertically integrated mining and inorganic chemical businesses. Tronox TiO(2) mines and processes titanium ore, zircon and other minerals, and manufactures titanium dioxide pigments that add brightness and durability to paints, plastics, paper, and other everyday products. Tronox Alkali mines trona ore and manufactures natural soda ash, sodium bicarbonate, caustic soda, and other compounds which are used in the production of glass, detergents, baked goods, animal nutrition supplements, pharmaceuticals, and other essential products. For more information, visit www.tronox.com

Forward Looking Statements

Statements in this release that are not historical are forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements, which are subject to known and unknown risks, uncertainties and assumptions about us, may include projections of our future financial performance based on our growth strategies and anticipated trends in our business. These statements are only predictions based on our current expectations and projections about future events. There are important factors that could cause our actual results, level of activity, performance or achievements to differ materially from the results, level of activity, performance or achievements expressed or implied by the forward-looking statements. These and other risk factors are discussed in the company's filings with the Securities and Exchange Commission (SEC), including those under the heading entitled "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2015 and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2016.

Moreover, we operate in a very competitive and rapidly changing environment. New risks and uncertainties emerge from time to time, and it is not possible for our management to predict all risks and uncertainties, nor can management assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Neither we nor any other person assumes responsibility for the accuracy or completeness of any of these forward-looking statements. You should not rely upon forward-looking statements as predictions of future events. Unless otherwise required by applicable laws, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information or future developments.

Use of Non-U.S. GAAP Financial Information

To provide investors and others with additional information regarding Tronox Limited's operating results, we have disclosed in this press release certain non-U.S. GAAP financial measures, including EBITDA, Adjusted EBITDA, free cash flow and adjusted net loss attributable to Tronox. These non-U.S. GAAP financial measures are a supplement to and not a substitute for or superior to, the company's results presented in accordance with U.S. GAAP. The non-U.S. GAAP financial measures presented by the company may be different than non-U.S. GAAP financial measures presented by other companies. The non-U.S. GAAP financial measures are provided to enhance the user's overall understanding of the company's operating performance. Specifically, the company believes the non-U.S. GAAP information provides useful measures to investors regarding the company's financial performance by excluding certain costs and expenses that the company believes are not indicative of its core operating results. The presentation of these non-U.S. GAAP financial measures are not meant to be considered in isolation or as a substitute for results or guidance prepared and presented in accordance with U.S. GAAP. A reconciliation of the non-U.S. GAAP financial measures to U.S. GAAP results is included herein.

Management believes these non-U.S. GAAP financial measures:


    --  Reflect Tronox Limited's ongoing business in a manner that allows for
        meaningful period-to-period comparison and analysis of trends in its
        business, as they exclude income and expense that are not reflective of
        ongoing operating results;
    --  Provide useful information to investors and others in understanding and
        evaluating Tronox Limited's operating results and future prospects in
        the same manner as management and in comparing financial results across
        accounting periods;
    --  Provide additional view of the operating performance of the company by
        adding interest expenses, taxes, depreciation, depletion and
        amortization to the net income. Further adjustments due to purchase
        accounting and stock-based compensation charges attempt to exclude items
        that are either non-cash or unusual in nature;
    --  Assist investors to assess the company's compliance with financial
        covenants under its debt instruments;
    --  Adjusted EBITDA is one of the primary measures management uses for
        planning and budgeting processes and to monitor and evaluate financial
        and operating results. Adjusted EBITDA is not a recognized term under
        U.S. GAAP and does not purport to be an alternative to measures of our
        financial performance as determined in accordance with U.S. GAAP, such
        as net income (loss). Because other companies may calculate EBITDA and
        Adjusted EBITDA differently than Tronox, EBITDA may not be, and Adjusted
        EBITDA as presented in this release is not, comparable to similarly
        titled measures reported by other companies, and
    --  We believe that the non-U.S. GAAP financial measure "Adjusted net loss
        attributable to Tronox Limited" and its presentation on a per share
        basis provide useful information about our operating results to
        investors and securities analysts. We also believe that excluding the
        effects of these items from operating results allows management and
        investors to compare more easily the financial performance of our
        underlying businesses from period to period.

Media Contact: Bud Grebey
Direct: +1.203.705.3721

Investor Contact: Brennen Arndt
Direct: +1.203.705.3722


                                                            TRONOX LIMITED

                                       CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (US GAAP)

                                                              (UNAUDITED)

                                      (Millions of U.S. dollars, except share and per share data)



                                                                          Three Months Ended                 Six Months Ended
                                                                                June 30,                         June 30,
                                                                                --------                         --------


                                                                                2016                   2015                      2016                  2015
                                                                                ----                   ----                      ----                  ----

    Net sales                                                        $537                      $617                 $1,012                  $1,002

                                    Cost of goods sold                             480                    593                       935                   943
                                                                                 ---

    Gross profit                                                                  57                     24                        77                    59

                                     Selling, general, and administrative
                                     expenses                                     (50)                  (72)                     (97)                (116)

                                    Restructuring income (expense)                   1                    (2)                      (1)                  (2)
                                                                                 ---

    Income (loss) from operations                                                  8                   (50)                     (21)                 (59)

                                    Interest and debt expense, net                (46)                  (52)                     (92)                 (86)

                                    Gain on extinguishment of debt                   -                     -                        4                     -

                                    Other income (expense), net                      -                   (5)                      (9)                  (1)
                                    -------------------------

    Loss before income taxes                                                    (38)                 (107)                    (118)                (146)

                                    Income tax provision                          (10)                  (11)                     (22)                 (18)
                                                                                ----

    Net loss                                                                    (48)                 (118)                    (140)                (164)

                                     Net income attributable to
                                     noncontrolling interest                         2                      1                         1                     4
                                                                                 ---

    Net loss attributable to Tronox
     Limited                                                        $(50)                   $(119)                $(141)                 $(168)
                                                                     ====                     =====                  =====                   =====


    Loss per share, basic and
     diluted                                                      $(0.42)                  $(1.03)               $(1.21)                $(1.45)
                                                                   ======                    ======                 ======                  ======

    Weighted average shares
     outstanding, basic and diluted
     (in thousands)                                                          116,184                115,569                   116,052               115,472
                                                                             =======                =======                   =======               =======


    Other Operating Data:
    ---------------------

                                    Capital expenditures                           $22                    $61                       $55                   $93

                                     Depreciation, depletion and
                                     amortization expense                          $60                    $75                      $115                  $140
                                    ----------------------------                   ---                    ---                      ----                  ----



                                                                     TRONOX LIMITED

                                                   RECONCILIATION OF NON-U.S. GAAP FINANCIAL MEASURES

                                                                       (UNAUDITED)

                                               (Millions of U.S. dollars, except share and per share data)


                                                               RECONCILIATION OF NET LOSS

                                                   ATTRIBUTABLE TO TRONOX LIMITED  (U.S. GAAP)

                                                              TO ADJUSTED NET LOSS

                                                 ATTRIBUTABLE TO TRONOX LIMITED (NON-U.S. GAAP)



                                   Three Months Ended                       Six Months Ended
                                        June 30,                                June 30,
                                        --------                                --------

                                                    2016                                     2015               2016       2015
                                                    ----                                     ----               ----       ----


    Net loss attributable to
     Tronox Limited (U.S. GAAP)                    $(50)                                  $(119)            $(141)    $(168)


    Acquisition related matters
     (a)                                               -                                      36                  -        34

    Restructuring (income) expense
     (b)(d)                                          (1)                                       2                  1          2

    Gain on extinguishment of debt
     (c)                                               -                                       -               (4)         -

    Adjusted net loss attributable
     to Tronox Limited (non-U.S.
     GAAP)                                         $(51)                                   $(81)            $(144)    $(132)
                                                    ====                                     ====              =====      =====


    Basic and diluted loss per
     share attributable to Tronox
     Limited (U.S. GAAP)                         $(0.42)                                 $(1.03)           $(1.21)   $(1.45)


    Acquisition related expense,
     per share                                         -                                    0.31                  -      0.29

    Restructuring (income)
     expense, per share                           (0.01)                                    0.02               0.01       0.02

    Gain on extinguishment of
     debt, per share                                   -                                       -            (0.03)         -

    Basic and diluted adjusted
     income (loss) per share
     attributable to Tronox
     Limited (non-U.S. GAAP)                     $(0.43)                                 $(0.70)           $(1.23)   $(1.14)
                                                  ======                                   ======             ======     ======


    Weighted average shares
     outstanding, basic and
     diluted (in thousands)                      116,184                                  115,569            116,052    115,472
                                                 =======                                  =======            =======    =======



    (a)   One-time non-operating items
     and the effect of acquisition.
     During 2015, transaction costs
     consist of costs associated with
     the acquisition of the Alkali
     business, including banking, legal
     and professional fees. During the
     three months ended June 30, 2015,
     $9 million, $19 million and $8
     million  was recorded in "Cost of
     goods sold",  "Selling, general and
     administrative expenses" and
     "Interest and debt expense, net",
     respectively, in the unaudited
     Condensed Consolidated Statements
     of Operations. During the six
     months ended June 30, 2015, $9
     million, $17 million and $8 million
     was recorded in "Cost of goods
     sold",  "Selling, general and
     administrative expenses" and
     "Interest and debt expense, net",
     respectively, in the unaudited
     Condensed Consolidated Statements
     of Operations.

    (b)   Represents severance costs
     associated with the shutdown of our
     sodium chlorate plant and other
     global TiO2 restructuring efforts,
     which was recorded in
     "Restructuring expense" in the
     unaudited Condensed Consolidated
     Statements of Operations.

    (c)   Represents the gain associated
     with the repurchase of $20 million
     face value of the Senior Notes due
     2020 and Senior Notes 2022, which
     was recorded in "Gain on
     extinguishment of debt" in the
     unaudited Condensed Consolidated
     Statements of Operations.

    (d)   No income tax impact given
     full valuation allowance except for
     South Africa restructuring related
     costs of less than $1 million.



                                                             TRONOX LIMITED

                                                          SEGMENT INFORMATION

                                                              (UNAUDITED)

                                                       (Millions of U.S. dollars)



                                    Three Months Ended                    Six Months Ended
                                         June 30,                             June 30,
                                         --------                             --------

                                                   2016                                   2015     2016      2015
                                                   ----                                   ----     ----      ----


    TiO2segment                                    $333                                   $409     $618      $794

    Alkali segment                                  204                                    208      394       208
                                                    ---                                    ---      ---       ---

    Net sales                                      $537                                   $617   $1,012    $1,002
                                                   ====                                   ====   ======    ======


    TiO2segment                                      $6                                  $(41)   $(30)    $(32)

    Alkali segment                                   11                                     25       31        25

    Corporate                                       (9)                                  (34)    (22)     (52)
                                                    ---                                    ---      ---       ---

    Income (loss) from operations                     8                                   (50)    (21)     (59)

    Interest and debt expense, net                 (46)                                  (52)    (92)     (86)

    Gain on extinguishment of debt                    -                                     -       4         -

    Other income (expense), net                       -                                   (5)     (9)      (1)

    Loss before income taxes                       (38)                                 (107)   (118)    (146)

    Income tax provision                           (10)                                  (11)    (22)     (18)
                                                    ---                                    ---      ---       ---

    Net loss                                       (48)                                 (118)   (140)    (164)

    Net income attributable to
     noncontrolling interest                          2                                      1        1         4
                                                    ---                                    ---      ---       ---

    Net loss attributable to Tronox
     Limited                                      $(50)                                $(119)  $(141)   $(168)
                                                   ====                                  =====    =====     =====



                                                                  TRONOX LIMITED

                                                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                                    (UNAUDITED)

                                           (Millions of U.S. dollars, except share and per share data)



                                                                             June 30,                  December 31

                              ASSETS                                                   2016                        2015
                                                                                       ----                        ----

    Current Assets

                           Cash and cash
                           equivalents                                                   $188                        $229

                          Restricted cash                                                   3                           5

                           Accounts
                           receivable, net of
                           allowance for
                           doubtful accounts                                              405                         391

                          Inventories, net                                                566                         630

                           Prepaid and other
                           assets                                                          42                          46

                          Total current assets                                          1,204                       1,301


    Noncurrent Assets

                           Property, plant and
                           equipment, net                                               1,832                       1,843

                           Mineral leaseholds,
                           net                                                          1,602                       1,604

                           Intangible assets,
                           net                                                            232                         244

                          Inventories, net                                                  -                         12

                           Other long-term
                           assets                                                          23                          23

                          Total assets                                                 $4,893                      $5,027
                                                                                       ======                      ======


                                   LIABILITIES AND EQUITY

    Current Liabilities

                          Accounts payable                                               $159                        $159

                          Accrued liabilities                                             156                         180

                          Short-term debt                                                 150                         150

                           Long-term debt due
                           within one year                                                 16                          16

                           Income taxes
                           payable                                                         54                          43

                          Total current liabilities                                       535                         548


    Noncurrent Liabilities

                          Long-term debt                                                2,889                       2,910

                           Pension and
                           postretirement
                           healthcare
                           benefits                                                       137                         141

                           Asset retirement
                           obligations                                                     75                          77

                           Long-term deferred
                           tax liabilities                                                148                         143

                           Other long-term
                           liabilities                                                    109                          98
                          ----------

                          Total liabilities                                             3,893                       3,917
                                                                                        -----                       -----


    Contingencies and Commitments

    Shareholders' Equity

                          Tronox Limited
                           Class A ordinary
                           shares, par value
                           $0.01 -65,878,206
                            shares issued and
                            65,030,835 shares
                           outstanding at
                           June 30, 2016 and
                           65,443,363  shares
                           issued and
                           64,521,851  shares
                           outstanding at
                           December 31, 2015                                                1                           1

                          Tronox Limited
                           Class B ordinary
                           shares, par value
                           $0.01 -51,154,280
                           shares issued and
                           outstanding at
                           June 30, 2016 and
                           December 31, 2015.                                               -                          -

                           Capital in excess
                           of par value                                                 1,510                       1,500

                           Accumulated deficit
                           /retained
                           earnings                                                      (84)                         93

                           Accumulated other
                           comprehensive loss                                           (553)                      (596)
                          ----------

                          Total shareholders' equity                                      874                         998

                           Noncontrolling
                           interest                                                       126                         112
                          ----------

                          Total equity                                                  1,000                       1,110
                                                                                        -----                       -----

                          Total liabilities and equity                                 $4,893                      $5,027
                                                                                       ======                      ======



                             TRONOX LIMITED

            CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                               (UNAUDITED)

                       (Millions of U.S. dollars)



                                                Six Months Ended
                                                     June 30,

                                                    2016             2015
                                                    ----             ----

    Cash Flows from Operating Activities:

    Net loss                                      $(140)          $(164)

    Adjustments to reconcile net loss to net
     cash provided by (used in) operating
     activities:

    Depreciation, depletion
     and amortization                                115              140

    Deferred income taxes                            (3)             (2)

    Share-based
     compensation expense                             10               13

    Amortization of
     deferred debt issuance
     costs and discount on
     debt                                              5                5

    Pension and
     postretirement
     healthcare benefit
     expense                                           3                1

    Gain on extinguishment
     of debt                                         (4)               -

    Other noncash items
     affecting net loss                                7               14

    Contributions to
     employee pension and
     postretirement plans                            (9)             (8)

    Changes in assets and liabilities:

    (Increase) decrease in
     accounts receivable                            (12)            (52)

    (Increase) decrease in
     inventories                                      86               53

    (Increase) decrease in
     prepaid and other
     assets                                          (2)               7

    Increase (decrease) in
     accounts payable and
     accrued liabilities                            (20)               1

    Increase (decrease) in
     income taxes payable                             20                4

    Other, net                                        13                1
                                                     ---              ---

    Cash provided by
     operating activities                             69               13
                                                     ---              ---


    Cash Flows from Investing Activities:

    Capital expenditures                            (55)            (93)

    Proceeds from the sale
     of assets                                         1                -

    Acquisition of business                            -         (1,653)
                                                     ---          ------

    Cash used in investing
     activities                                     (54)         (1,746)
                                                     ---           ------


    Cash Flows from Financing Activities:

    Repayments of debt                              (23)             (9)

    Proceeds from debt                                 -             750

    Debt issuance costs                                -            (15)

    Dividends paid                                  (35)            (59)

    Proceeds from the
     exercise of warrants
     and options                                       -               3

    Cash provided by (used
     in) financing
     activities                                     (58)             670
                                                     ---              ---

    Effects of exchange
     rate changes on cash
     and cash equivalents                              2              (8)
                                                     ---              ---

    Net decrease in cash
     and cash equivalents                           (41)         (1,071)

    Cash and cash
     equivalents at
     beginning of period                             229            1,276
                                                     ---            -----

    Cash and cash
     equivalents at end of
     period                                         $188             $205
                                                    ====             ====



                                                                                                                                        TRONOX LIMITED

                                                                                                                    CONDENSED STATEMENT OF FREE CASH FLOWS (NON-U.S. GAAP)

                                                                                                                                          (UNAUDITED)

                                                                                                                                  (Millions of U.S. dollars)



                                        Three Months Ended June 30, 2016            Six Months Ended June 30, 2016
                                        --------------------------------            ------------------------------


                                      TiO2                              Alkali                Corporate                                  Consolidated                      TiO2          Alkali           Corporate            Consolidated
                                      ----                              ------                ---------                                  ------------                      ----          ------           ---------            ------------


    Operating income
     (loss) (U.S. GAAP)                        $6                               $11                            $(9)                                              $8               $(30)             $31                $(22)                   $(21)

    Depreciation,
     depletion and
     amortization expense                      43                                15                               2                                               60                  83               29                    3                      115

    Other                                      10                                 2                             (9)                                               3                  28                3                 (14)                      17
                                              ---                               ---                             ---                                              ---                 ---              ---                  ---                      ---

    Adjusted EBITDA (non-
     U.S. GAAP)                               $59                               $28                           $(16)                                             $71                 $81              $63                $(33)                    $111
                                              ===                               ===                            ====                                              ===                 ===              ===                 ====                     ====


    Adjusted EBITDA (non-
     U.S. GAAP)                               $59                               $28                           $(16)                                             $71                 $81              $63                $(33)                    $111

    Interest paid, net of
     capitalized interest
     and interest income                        -                                -                           (18)                                            (18)                  -               -                (86)                    (86)

    Income tax provision                        -                                -                           (10)                                            (10)                  -               -                (22)                    (22)

    Contributions to
     employee pension and
     postretirement plans                     (4)                              (1)                              -                                             (5)                (8)             (1)                   -                     (9)

    Deferred income taxes                       -                                -                            (2)                                             (2)                  -               -                 (3)                     (3)

    Other                                    (14)                              (2)                           (12)                                            (28)                (8)             (2)                   3                      (7)


    Changes in assets and liabilities

       (Increase) decrease in
        accounts receivable                  (31)                              (7)                              -                                            (38)                (6)             (6)                   -                    (12)

       (Increase) decrease in
        inventories                            42                                 7                               -                                              49                  84                2                    -                      86

       (Increase) decrease in
        prepaid and other
        assets                                (2)                              (3)                              -                                             (5)                (3)               -                   1                      (2)

       Increase (decrease) in
        accounts payable and
        accrued liabilities                    10                               (3)                             27                                               34                (19)               8                  (9)                    (20)

       Increase (decrease) in
        income taxes payable                    -                                -                              9                                                9                   -               -                  20                       20

       Other, net                               7                                 2                               2                                               11                   7                2                    4                       13
                                              ---                               ---                             ---                                              ---                 ---              ---                  ---                      ---

         Subtotal                              26                               (4)                             38                                               60                  63                6                   16                       85
                                              ---                               ---                             ---                                              ---                 ---              ---                  ---                      ---


    Cash provided by (used
     in) operating
     activities                                67                                21                            (20)                                              68                 128               66                (125)                      69


    Capital expenditures                     (18)                              (4)                              -                                            (22)               (35)            (20)                   -                    (55)
                                              ---                               ---                             ---                                             ---                 ---              ---                  ---                     ---

     Free cash flow (non-
      U.S. GAAP)                              $49                               $17                           $(20)                                             $46                 $93              $46               $(125)                     $14
                                              ===                               ===                            ====                                              ===                 ===              ===                =====                      ===



                                                              TRONOX LIMITED

                                 RECONCILIATION OF NET LOSS TO EBITDA AND ADJUSTED EBITDA (NON-U.S. GAAP)

                                                               (UNAUDITED)

                                                        (Millions of U.S. dollars)



                                                                             Three Months Ended                Six Months Ended
                                                                                  June 30,                          June 30,
                                                                                  --------                          --------

                                                                                 2016                      2015                    2016            2015
                                                                                 ----                      ----                    ----            ----


    Net loss (U.S. GAAP)                                                        $(48)                   $(118)                 $(140)         $(164)

                                       Interest and debt expense, net                46                        52                      92              86

                                       Interest income                              (1)                      (2)                    (2)            (4)

                                       Income tax provision                          10                        11                      22              18

                                        Depreciation, depletion and
                                        amortization expense                         60                        75                     115             140
                                                                                  ---

    EBITDA (non-U.S. GAAP)                                                         67                        18                      87              76

                                        Amortization of inventory step-up
                                        from purchase accounting (a)                  -                        9                       -              9

                                       Alkali transaction costs (b)                   -                       21                       -             27

                                       Restructuring (income) expense (c)           (1)                        2                       1               2

                                       Gain on extinguishment of debt (d)             -                        -                    (4)              -

                                       Foreign currency remeasurement (e)             2                         6                       7               4

                                       Other items (f)                                3                        11                      20              13

    Adjusted EBITDA (non-U.S. GAAP)
     (g)                                                                 $71                      $67                     $111            $131
                                                                         ===                      ===                     ====            ====



                       (a) Amortization of
                        inventory step-up from
                        purchase accounting
                        related to the
                        acquisition of the
                        Alkali business which is
                        included in "Cost of
                        goods sold" in the
                        unaudited Condensed
                        Consolidated Statements
                        of Operations.

                       (b) One-time non-
                        operating items and the
                        effect of acquisition
                        which is included in
                        "Selling, general and
                        administrative expenses"
                        in the unaudited
                        Condensed Consolidated
                        Statements of
                        Operations.

                       (c) Represents severance
                        and other costs
                        associated with the
                        shutdown of our sodium
                        chlorate plant, and
                        other global TiO2
                        restructuring efforts,
                        and the Alkali
                        Transaction which was
                        recorded in
                        "Restructuring expense"
                        in the unaudited
                        Condensed Consolidated
                        Statements of
                        Operations.

                       (d) Represents the gain
                        associated with the
                        repurchase of $20
                        million face value of
                        the our Senior Notes due
                        2020 and Senior Notes
                        2022, which was recorded
                        in "Gain on
                        extinguishment of debt"
                        in the unaudited
                        Condensed Consolidated
                        Statements of
                        Operations.

                       (e) Represents foreign
                        currency remeasurement
                        which is included in
                        Other income (expense),
                        net in the unaudited
                        Condensed Consolidated
                        Statements of
                        Operations.

                       (f) Includes noncash
                        pension and
                        postretirement costs,
                        adjustment of transfer
                        tax related to the
                        Exxaro Transaction,
                        share-based
                        compensation, severance
                        expense, insurance
                        settlement gain, and
                        other items included in
                        "Selling general and
                        administrative expenses"
                        and "Cost of goods sold"
                        in the unaudited
                        Condensed Consolidated
                        Statements of
                        Operations.

                       (g) No income tax impact
                        given full valuation
                        allowance except for
                        South Africa
                        restructuring related
                        costs of less than $1
                        million.


    The following table reconciles income (loss) from operations, the
     comparable measure for segment reporting under U.S. GAAP, to Adjusted
     EBITDA by segments for the periods presented:




                                                Three Months Ended            Six Months Ended
                                                     June 30,                     June 30,
                                                     --------                     --------

                                                  2016                 2015                 2016          2015
                                                  ----                 ----                 ----          ----


                             TiO2 segment              6                 (41)                (30)         (32)

                             Alkali segment           11                   25                   31            25

                             Corporate               (9)                (34)                (22)         (52)

    Income (loss) from
     operations (U.S. GAAP)                          8                 (50)                (21)         (59)


                             TiO2 segment             43                   62                   83           125

                             Alkali segment           15                   12                   29            12

                             Corporate                 2                    1                    3             3

    Depreciation, depletion
     and amortization expense                       60                   75                  115           140


                             TiO2 segment             10                   15                   28            28

                             Alkali segment            2                   13                    3            13

                             Corporate               (9)                  14                 (14)            9

    Other                                            3                   42                   17            50


                             TiO2 segment             59                   36                   81           121

                             Alkali segment           28                   50                   63            50

                             Corporate              (16)                (19)                (33)         (40)

    Adjusted EBITDA (non-
     U.S. GAAP)                             $71                    $67              $111           $131
                                            ===                    ===              ====           ====

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SOURCE Tronox Limited