STAMFORD, Conn., Aug. 8, 2017 /PRNewswire/ -- Tronox Limited (NYSE:TROX) reported revenue of $622 million for the second quarter 2017, up 16 percent compared to $538 million in the second quarter 2016 and up 9 percent compared to $569 million in the first quarter 2017. Income from operations of $55 million in the quarter increased from $9 million in the year-ago quarter and $16 million in the prior quarter. Net income attributable to Tronox Limited of $3 million, or $0.02 per diluted share, which included acquisition related expenses of $9 million, or $0.07 per diluted share, improved from a net loss attributable to Tronox Limited of $52 million, or ($0.44) per diluted share in the year-ago quarter and a net loss attributable to Tronox Limited of $41 million, or ($0.35) per diluted share in the prior quarter. Excluding the acquisition related expenses, adjusted net income attributable to Tronox Limited (Non-GAAP) was $12 million, or $0.09 per diluted share. Adjusted EBITDA of $140 million was 97 percent higher than the $71 million reported in the year-ago quarter and 39 percent higher than the $101 million reported in the prior quarter.

Peter Johnston, chief executive officer of Tronox, said: "As we pre-released last week, our performance in the second quarter was strong with revenue up 16 percent over prior year, adjusted EBITDA of $140 million and adjusted EPS of $0.09. Our TiO(2) business led the way with revenue growth of 26 percent and adjusted EBITDA growth of 116 percent versus prior year. TiO(2 )achieved an adjusted EBITDA margin of 29 percent, a clear indication of the benefits of vertical integration with all our assets in full operation. Driving this performance in TiO(2) were higher pigment sales volumes and selling prices, up 7 percent sequentially and 18 percent versus prior year, higher selling prices for titanium feedstock and co-products, as well as higher production efficiency and strong cost performance. Alkali Chemicals delivered adjusted EBITDA of $41 million, up 41 percent versus prior year, benefiting from higher production volumes and lower operating costs. Our cash generation performance further strengthened our balance sheet, as we closed the quarter with $303 million of cash on hand and liquidity of $484 million.

"We are making great progress toward reaching our goal of positioning Tronox as the global leader in TiO(2). Last week, we signed a definitive agreement to sell Alkali Chemicals with closing expected in the second half of 2017. The proceeds will be used to fund the majority portion of the cash consideration for the Cristal TiO(2) acquisition, which is expected to close by the end of the first quarter of 2018. We also announced our intent to refinance a portion of our capital structure with the expectation of lowering our overall cost of debt, extending the portfolio's weighted average years to maturity, improving our mix of secured and unsecured debt and providing additional pay down flexibility. We expect to complete this refinancing by mid-October. Cristal TiO(2 )integration planning is proceeding on schedule so that we can from day one begin to realize the substantial value creation enabled by our combination. We are confident that 2017 will continue to be a year of strong performance and that 2018 will be a transformational one for Tronox."

Second Quarter 2017

Tronox TiO(2)

TiO(2 )segment revenue of $421 million increased 26 percent compared to $333 million in the year-ago quarter, driven by higher pigment selling prices and sales volumes coupled with higher titanium feedstock and co-products selling prices. Pigment sales of $306 million increased 25 percent compared to $244 million in the year-ago quarter, as average selling prices increased 18 percent (19 percent on a local currency basis) and sales volumes increased 6 percent. Pigment selling prices were higher in all regions. Titanium feedstock and co-products sales of $99 million increased 36 percent from $73 million in the year-ago quarter, driven by higher selling prices in all major products and higher feedstock volumes. CP titanium slag selling prices increased 4 percent and sales volumes increased 144 percent. llmenite selling prices increased 20 percent and sales volumes increased 201 percent. Zircon selling prices increased 4 percent while sales volumes were 11 percent lower due to timing as a shipment originally scheduled for the second quarter shipped in the third quarter. Natural rutile selling prices increased 8 percent and sales volumes increased 34 percent. Pig iron selling prices increased 38 percent while sales volumes were 14 percent lower as a shipment moved from the second quarter to the third quarter.

Compared sequentially, TiO(2) segment revenue of $421 million increased 11 percent versus $378 million in the first quarter, driven by higher pigment selling prices and sales volumes, higher feedstock and co-products selling prices, as well as higher CP titanium slag and ilmenite sales volumes. Pigment sales of $306 million were 12 percent higher than sales of $272 million in the prior quarter, as selling prices increased 7 percent (6 percent on a local currency basis) and sales volumes increased 6 percent. Selling prices were higher in all regions. Titanium feedstock and co-products sales of $99 million increased from $92 million in the first quarter. CP titanium slag sales were up 50 percent as selling prices increased 6 percent and sales volumes increased 47 percent. Ilmenite selling prices improved 9 percent and sales volumes increased 55 percent. Zircon selling prices increased 4 percent while sales volumes were 26 percent lower due to the timing of shipments. Natural rutile selling prices improved by 4 percent and sales volumes increased 36 percent. Pig iron selling prices were 10 percent higher and sales volumes increased 2 percent.

TiO(2 )segment adjusted EBITDA of $123 million was 116 percent, or $66 million, higher than $57 million in the year-ago quarter driven by higher selling prices and sales volumes for both pigment and feedstock and co-products coupled with the benefit of higher production efficiency and strong cost performance. Compared sequentially, segment adjusted EBITDA of $123 million improved by 45 percent from $85 million in the first quarter, driven by the same factors as the year-on-year performance. TiO(2) segment income from operations of $61 million improved from $7 million in the year-ago quarter and $32 million in the prior quarter. TiO(2) delivered free cash flow of $67 million in the second quarter, as cash provided by operating activities was $86 million and capital expenditures were $19 million.

Tronox Alkali

Alkali segment revenue of $201 million in the second quarter compared to $205 million in the year-ago quarter as sales volumes were level and selling prices were 1 percent lower. In the domestic market, selling prices were 1 percent higher than the prior-year quarter while sales volumes were 6 percent lower due to timing of shipments and lower demand in container glass and detergent markets. In export markets, sales volumes increased 5 percent driven by higher demand in Asia-Pacific and Latin America and selling prices were level to the year-ago quarter.

Compared sequentially, Alkali revenue of $201 million increased 5 percent from $191 million in the first quarter, as sales volumes increased 5 percent and selling prices increased 1 percent. Domestic sales volumes increased 5 percent while selling prices were 1 percent higher. Export sales volumes increased 4 percent with selling prices also 1 percent higher.

Alkali segment adjusted EBITDA of $41 million increased from $29 million in the year-ago quarter driven by higher production volumes and lower operating costs. The prior-year quarter included items totaling approximately $9 million that did not occur in the current quarter, which were the move of our longwall mining machine, the transition from a shared services agreement to a Tronox system and labor agreement supply reliability planning costs. Compared sequentially, Alkali segment adjusted EBITDA of $41 million increased from $38 million in the first quarter driven by higher sales volumes and selling prices. Alkali segment income from operations of $23 million compared to $12 million in the year-ago quarter and $19 million in the prior quarter. Alkali delivered free cash flow of $31 million in the second quarter, as cash provided by operating activities was $35 million and capital expenditures were $4 million.

Corporate

Corporate loss from operations was $29 million compared to a loss from operations of $10 million in the year-ago quarter and a loss from operations of $35 million in the first quarter. The loss from operations in the second quarter included professional fees of $11 million primarily related to the Cristal transaction and the process to market our Alkali business, as well as higher employee stock-based and other compensation costs of $5 million. Corporate adjusted EBITDA was ($24) million compared to adjusted EBITDA of ($15) million in the year-ago quarter and adjusted EBITDA of ($22) million in the prior quarter. Corporate cash used in operations was $44 million and capital expenditures were $1 million.

Consolidated

Selling, general and administrative expenses were $69 million in the second quarter compared to $51 million in the year-ago quarter and $74 million in the prior quarter. The selling, general and administrative expenses in the second quarter included professional fees of $11 million primarily related to the Cristal transaction and the process to market our Alkali business, as well as higher employee stock-based and other compensation costs of $7 million. Interest and debt expense of $46 million was level to the year-ago quarter and the prior quarter. On June 30, 2017, gross consolidated debt was $3,052 million, and debt, net of cash and cash equivalents, was $2,749 million. Liquidity was $484 million and cash and cash equivalents were $303 million. Capital expenditures were $24 million and depreciation, depletion and amortization expense was $62 million.

Webcast Conference Call

Tronox will conduct a conference call on Wednesday, August 9, 2017, 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: 54296385

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 Wednesday, August 9, 2017 at 10:30 a.m. ET (New York), until 1:00 p.m. ET (New York), on Monday, August 14, 2017.

Internet Replay: www.tronox.com
Replay dial-in telephone numbers:
U.S. / Canada: +1.855.859.2056
International: +1.404.537.3406
Conference ID: 54296385

Upcoming Conferences

During the third quarter 2017 a member of management is scheduled to present at the following conferences:


    --  UBS Chemicals Conference, New York, September 6, 2017
    --  Credit Suisse Basic Materials Conference, New York, September 13, 2017
    --  RBC Global Industrials Conference, Las Vegas, September 14, 2017

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, 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,
                                                                                               --------                --------


                                                                                               2017           2016                    2017        2016
                                                                                               ----           ----                    ----        ----

    Net sales                                                             $622                    $538         $1,191                  $1,014

                                           Cost of goods sold                                     498            479                     977         934


    Gross profit                                                                               124             59                     214          80

                                            Selling, general, and
                                            administrative expenses                              (69)          (51)                  (143)      (101)

                                           Restructuring income (expense)                           -             1                       -        (1)


    Income (loss) from operations                                                               55              9                      71        (22)

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

                                           Gain on extinguishment of debt                           -             -                      -          4

                                           Other expense, net                                     (1)           (3)                    (7)       (12)


    Income (loss) before income taxes                                                            8           (40)                   (28)      (122)

                                           Income tax provision                                   (3)          (10)                    (5)       (22)


    Net income (loss)                                                                            5           (50)                   (33)      (144)

                                            Net income (loss) attributable to
                                            noncontrolling interest                                 2              2                       5           1


    Net income (loss) attributable to
     Tronox Limited                                                         $3                   $(52)         $(38)                 $(145)
                                                                           ===                    ====           ====                   =====



    Net income (loss) per share, basic and
     diluted                                                             $0.02                 $(0.44)       $(0.32)                $(1.24)
                                                                         =====                  ======         ======                  ======

    Weighted average shares outstanding
     (in thousands):

                                           Basic                                              119,188        116,184                 118,804     116,052


                                           Diluted                                            124,301        116,184                 118,804     116,052



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

                                           Capital expenditures                                   $24            $22                     $56         $55

                                            Depreciation, depletion and
                                            amortization expense                                  $62            $60                    $123        $115
                                           ----------------------------                           ---            ---                    ----        ----


                                                                   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 INCOME (LOSS)

                                                 ATTRIBUTABLE TO TRONOX LIMITED  (U.S. GAAP)

                                                        TO ADJUSTED NET INCOME (LOSS)

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



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

                                                   2017                                   2016               2017      2016
                                                   ----                                   ----               ----      ----


    Net income (loss)
     attributable to Tronox
     Limited (U.S. GAAP)                             $3                                  $(52)             $(38)   $(145)


    Acquisition related matters
     (a)                                              9                                      -                20         -

    Restructuring (income)
     expense (b)                                      -                                   (1)                 -        1

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

    Adjusted net income (loss)
     attributable to Tronox
     Limited (non-U.S. GAAP) (d)                    $12                                  $(53)             $(18)   $(148)
                                                    ===                                   ====               ====     =====


    Diluted net income (loss) per
     share attributable to Tronox
     Limited (U.S. GAAP)                          $0.02                                $(0.44)           $(0.32)  $(1.24)


    Acquisition related expense,
     per share                                     0.07                                      -              0.17         -

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

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

    Diluted adjusted income
     (loss) per share
     attributable to Tronox
     Limited (non-U.S. GAAP)                      $0.09                                $(0.45)           $(0.15)  $(1.26)
                                                  =====                                 ======             ======    ======


    Weighted average shares
     outstanding, diluted (in
     thousands)                                 124,301                                116,184            118,804   116,052
                                                =======                                =======            =======   =======



    (a)                 Represents transaction costs
                        associated with the Cristal
                        Transaction which were recorded in
                        "Selling, general and
                        administrative expenses" in the
                        unaudited Condensed Consolidated
                        Statements of Operations during
                        the three and six months ended
                        June 30, 2017.

    (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 $900 million
                        aggregate principal amount of
                        senior notes ("Senior Notes due
                        2020") and $600 million aggregate
                        principal amount of senior notes
                        ("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,
                                           --------                          --------

                                                     2017                               2016   2017     2016
                                                     ----                               ----   ----     ----


    TiO2 segment                                     $421                               $333   $799     $618

    Alkali segment                                    201                                205    392      396
                                                      ---                                ---    ---      ---

    Net sales                                        $622                               $538 $1,191   $1,014
                                                     ====                               ==== ======   ======


    TiO2 segment                                      $61                                 $7    $93    $(29)

    Alkali segment                                     23                                 12     42       33

    Corporate                                        (29)                              (10)  (64)    (26)
                                                      ---                                ---    ---      ---

    Income (loss) from operations                      55                                  9     71     (22)

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

    Gain on extinguishment of debt                      -                                 -     -       4

    Other expense, net                                (1)                               (3)   (7)    (12)

    Income (loss) before income taxes                   8                               (40)  (28)   (122)

    Income tax provision                              (3)                              (10)   (5)    (22)
                                                      ---                                ---    ---      ---

    Net income (loss)                                   5                               (50)  (33)   (144)

    Net income (loss) attributable to
     noncontrolling interest                            2                                  2      5        1
                                                      ---                                ---    ---      ---

    Net income (loss) attributable to
     Tronox Limited                                    $3                              $(52) $(38)  $(145)
                                                      ===                               ====   ====    =====


                                                                      TRONOX LIMITED

                                                          CONDENSED CONSOLIDATED BALANCE SHEETS

                                                                        (UNAUDITED)

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



                                                                                      June 30,                December 31,

    ASSETS                                                                                     2017                        2016
                                                                                               ----                        ----

    Current Assets

                           Cash and cash
                           equivalents                                                            $303                        $248

                          Restricted cash                                                            2                           3

                           Accounts
                           receivable, net
                           of allowance for
                           doubtful accounts                                                       457                         424

                          Inventories, net                                                         506                         532

                           Prepaid and other
                           assets                                                                   54                          49

                          Total current assets                                                   1,322                       1,256


    Noncurrent Assets

                           Property, plant
                           and equipment,
                           net                                                                   1,816                       1,831

                           Mineral
                           leaseholds, net                                                       1,608                       1,607

                           Intangible assets,
                           net                                                                     210                         223

                          Inventories, net                                                          15                          14

                           Other long-term
                           assets                                                                   23                          22

                          Total assets                                                          $4,994                      $4,953
                                                                                                ======                      ======


    LIABILITIES AND EQUITY

    Current Liabilities

                          Accounts payable                                                        $201                        $180

                           Accrued
                           liabilities                                                             181                         186

                          Short-term debt                                                          150                         150

                           Long-term debt
                           due within one
                           year                                                                     16                          16

                           Income taxes
                           payable                                                                   2                           1

                          Total current liabilities                                                550                         533


    Noncurrent Liabilities

                           Long-term debt,
                           net                                                                   2,886                       2,888

                           Pension and
                           postretirement
                           healthcare
                           benefits                                                                116                         122

                           Asset retirement
                           obligations                                                              76                          73

                           Long-term
                           deferred tax
                           liabilities                                                             161                         152

                           Other long-term
                           liabilities                                                              30                          32


                          Total liabilities                                                      3,819                       3,800
                                                                                                 -----                       -----


    Commitments and Contingencies

    Shareholders' Equity

                          Tronox Limited Class A
                           ordinary shares, par
                           value $0.01 -
                           67,903,699  shares
                           issued and 67,727,227
                           shares outstanding at
                           June 30, 2017 and
                           65,998,306  shares
                           issued and 65,165,672
                            shares outstanding
                            at December 31, 2016                          1                                 1

                          Tronox Limited Class B
                           ordinary shares, par
                           value $0.01 -
                           51,154,280 shares
                           issued and
                           outstanding at June
                           30, 2017 and December
                           31, 2016.                                      -                                -

                           Capital in excess
                           of par value                                                          1,535                       1,524

                           Accumulated
                           deficit                                                                (69)                       (19)

                           Accumulated other
                           comprehensive
                           loss                                                                  (454)                      (497)


                           Total Tronox Limited shareholders'
                           equity                                                                1,013                       1,009

                           Noncontrolling
                           interest                                                                162                         144


                          Total equity                                                           1,175                       1,153
                                                                                                 -----                       -----

                          Total liabilities and equity                                          $4,994                      $4,953
                                                                                                ======                      ======


                            TRONOX LIMITED

           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                              (UNAUDITED)

                      (Millions of U.S. dollars)



                                                Six Months Ended
                                                    June 30,

                                                   2017                   2016
                                                   ----                   ----

    Cash Flows from Operating Activities:

    Net loss                                      $(33)                $(144)

    Adjustments to reconcile net loss to net
     cash provided by operating activities:

    Depreciation, depletion
     and amortization                               123                    115

    Deferred income taxes                             2                    (3)

    Share-based compensation
     expense                                         22                     10

    Amortization of deferred
     debt issuance costs and
     discount on debt                                 6                      5

    Pension and postretirement
     healthcare benefit
     expense                                          4                      3

    Gain on extinguishment of
     debt                                             -                   (4)

    Other, net                                        9                     20

    Contributions to employee
     pension and
     postretirement plans                          (11)                   (9)

    Changes in assets and liabilities:

    (Increase) decrease in
     accounts receivable, net                      (28)                  (13)

    (Increase) decrease in
     inventories, net                                36                     87

    (Increase) decrease in
     prepaid and other assets                       (6)                   (2)

    Increase (decrease) in
     accounts payable and
     accrued liabilities                             12                   (16)

    Increase (decrease) in
     income taxes payable                             1                     20

    Cash provided by operating
     activities                                     137                     69
                                                    ---                    ---


    Cash Flows from Investing Activities:

    Capital expenditures                           (56)                  (55)

    Proceeds from the sale of
     assets                                           -                     1

    Cash used in investing
     activities                                    (56)                  (54)
                                                    ---                    ---


    Cash Flows from Financing Activities:

    Repayments of debt                              (8)                  (23)

    Proceeds from debt                                -                     -

    Dividends paid                                 (12)                  (35)

    Restricted stock and
     performance-based shares
     settled in cash for taxes                     (11)                     -

    Cash used in financing
     activities                                    (31)                  (58)
                                                    ---                    ---

    Effects of exchange rate
     changes on cash and cash
     equivalents                                      5                      2
                                                    ---                    ---

    Net increase (decrease) in
     cash and cash equivalents                       55                   (41)

    Cash and cash equivalents
     at beginning of period                         248                    229
                                                    ---                    ---

    Cash and cash equivalents
     at end of period                              $303                   $188
                                                   ====                   ====


                                                                                                                          TRONOX LIMITED

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

                                                                                                                            (UNAUDITED)

                                                                                                                    (Millions of U.S. dollars)



                                              Three Months Ended              Six Months Ended
                                                June 30, 2017                  June 30, 2017
                                                -------------                  -------------


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


    Operating income
     (loss) (U.S. GAAP)                      $61                          $23                   $(29)                                            $55                  $93               $42                $(64)                     $71

    Depreciation,
     depletion and
     amortization expense                     44                           16                       2                                              62                   88                32                    3                      123

    Other                                     18                            2                       3                                              23                   27                 5                   15                       47
                                             ---                          ---                     ---                                             ---                  ---               ---                  ---                      ---

    Adjusted EBITDA (non-
     U.S. GAAP)                             $123                          $41                   $(24)                                           $140                 $208               $79                $(46)                    $241
                                            ====                          ===                    ====                                            ====                 ====               ===                 ====                     ====


    Adjusted EBITDA (non-
     U.S. GAAP)                             $123                          $41                   $(24)                                           $140                 $208               $79                $(46)                    $241

    Interest paid, net of
     capitalized interest
     and                                       -                           -                   (16)                                           (16)                   -                -                (84)                    (84)
    interest income

    Income tax provision                       -                           -                    (3)                                            (3)                   -                -                 (5)                     (5)

    Transaction costs                          -                           -                    (9)                                            (9)                   -                -                (20)                    (20)

    Contributions to
     employee pension and                    (5)                         (1)                      -                                            (6)                 (9)              (2)                   -                    (11)
    postretirement plans

    Deferred income taxes                      -                           -                      3                                               3                    -                -                   2                        2

    Other                                    (3)                         (1)                   (26)                                           (30)                   -              (1)                   -                     (1)


    Changes in assets and liabilities

    (Increase) decrease
     in accounts
     receivable, net                        (25)                           -                      -                                           (25)                (35)                7                    -                    (28)

    (Increase) decrease
     in inventories, net                      10                            -                      -                                             10                   37               (1)                   -                      36

    (Increase) decrease
     in prepaid and other
     assets                                 (15)                         (1)                      1                                            (15)                (10)                4                    -                     (6)

    Increase (decrease)
     in accounts payable
     and                                       1                          (3)                     31                                              29                    6                 2                    4                       12
    accrued liabilities

    Increase (decrease)
     in income taxes
     payable                                   -                           -                    (1)                                            (1)                   -                -                   1                        1

    Subtotal                                (29)                         (4)                     31                                             (2)                 (2)               12                    5                       15
                                             ---                          ---                     ---                                             ---                  ---               ---                  ---                      ---


    Cash provided by
     (used in) operating
     activities                               86                           35                    (44)                                             77                  197                88                (148)                     137


    Capital expenditures                    (19)                         (4)                    (1)                                           (24)                (39)             (16)                 (1)                    (56)
                                             ---                          ---                     ---                                             ---                  ---               ---                  ---                      ---

     Free cash flow (non-
      U.S. GAAP)                             $67                          $31                   $(45)                                            $53                 $158               $72               $(149)                     $81
                                             ===                          ===                    ====                                             ===                 ====               ===                =====                      ===


                                                           TRONOX LIMITED

                          RECONCILIATION OF NET INCOME (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,
                                                                               --------                        --------

                                                                              2017                     2016                 2017            2016
                                                                              ----                     ----                 ----            ----


    Net income (loss) (U.S. GAAP)                                      $5                    $(50)                  $(33)          $(144)

                                     Interest and debt expense, net               46                       46                   92              92

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

                                     Income tax provision                          3                       10                    5              22

                                      Depreciation, depletion and
                                      amortization expense                        62                       60                  123             115
                                                                               ---

    EBITDA (non-U.S. GAAP)                                                     115                       65                  185              83

                                     Share-based compensation (a)                  8                        5                   22              10

                                     Transaction costs (b)                         9                        -                  20               -

                                     Restructuring (income) expense (c)            -                     (1)                   -              1

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

                                     Foreign currency remeasurement (e)            3                        4                    6              18

                                     Other items (f)                               5                      (2)                   8               3

    Adjusted EBITDA (non-U.S.
     GAAP) (g)                                                       $140                      $71                    $241             $111
                                                                     ====                      ===                    ====             ====



    (a)              Represents
                     non-cash
                     share-based
                     compensation.

    (b)              Represents
                     transaction
                     costs
                     associated
                     with the
                     Cristal
                     Transaction
                     which were
                     recorded 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
                     restructuring
                     efforts which
                     was recorded
                     in
                     "Restructuring
                     income
                     (expense)" in
                     the unaudited
                     Condensed
                     Consolidated
                     Statements of
                     Operations.

    (d)              During 2016,
                     we recognized
                     $4 million of
                     gain
                     associated
                     with the
                     repurchase of
                     $20 million
                     face value of
                     our Senior
                     Notes due
                     2020 and
                     Senior Notes
                     due 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
                     expense, net"
                     in the
                     unaudited
                     Condensed
                     Consolidated
                     Statements of
                     Operations.

    (f)              Includes
                     noncash
                     pension and
                     postretirement
                     costs,
                     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
                     related
                     restructuring
                     costs.



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



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

                                                  2017                     2016                   2017                   2016
                                                  ----                     ----                   ----                   ----


                    TiO2 segment                     $61                       $7                    $93                  $(29)

                    Alkali segment                    23                       12                     42                     33

                    Corporate                       (29)                    (10)                  (64)                  (26)

    Income (loss) from
     operations (U.S. GAAP)                         55                        9                     71                   (22)


                    TiO2 segment                      44                       43                     88                     83

                    Alkali segment                    16                       15                     32                     29

                    Corporate                          2                        2                      3                      3

    Depreciation, depletion
     and amortization
     expense                                        62                       60                    123                    115


                    TiO2 segment                      18                        7                     27                     25

                    Alkali segment                     2                        2                      5                      3

                    Corporate                          3                      (7)                    15                   (10)

    Other                                           23                        2                     47                     18


                    TiO2 segment                     123                       57                    208                     79

                    Alkali segment                    41                       29                     79                     65

                    Corporate                       (24)                    (15)                  (46)                  (33)

    Adjusted EBITDA (non-
     U.S. GAAP)                                   $140                      $71                   $241                   $111
                                                  ====                      ===                   ====                   ====


                                                                                                               TRONOX LIMITED

                                                                                          REVISION OF PREVIOUSLY ISSUED INTERIM UNAUDITED CONDENSED

                                                                                                      CONSOLIDATED FINANCIAL STATEMENTS

                                                                                                         (Millions of U.S. dollars)


    Unaudited Condensed Consolidated Statement of Operations


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

                                                             As Reported              Adjustment                                   Revised              As Reported           Adjustment            Revised
                                                             -----------              ----------                                   -------              -----------           ----------            -------

                 Net sales                                                       $537                       $1                                     $538                $1,012                    $2              $1,014

                 Cost of goods sold                                               480                      (1)                                     479                   935                   (1)                934

                 Gross profit                                                      57                        2                                       59                    77                     3                  80

                  Selling, general and administrative
                  expenses                                                       (50)                     (1)                                    (51)                 (97)                  (4)              (101)

                 Income (loss) from operations                                      8                        1                                        9                  (21)                  (1)               (22)

                 Other expense, net                                                 -                     (3)                                     (3)                  (9)                  (3)               (12)

                 Loss before income taxes                                        (38)                     (2)                                    (40)                (118)                  (4)              (122)

                 Net loss                                                        (48)                     (2)                                    (50)                (140)                  (4)              (144)

                  Net loss attributable to Tronox
                  Limited                                                        (50)                     (2)                                    (52)                (141)                  (4)              (145)

                 Loss per share, basic and diluted                             (0.42)                  (0.02)                                  (0.44)               (1.21)               (0.03)             (1.24)

                  Weighted average shares
                  outstanding, basic and diluted (in
                  thousands)                                                  116,184                  116,184                                  116,184               116,052               116,052             116,052


    Unaudited Condensed Consolidated Balance Sheet


                                                               December 31, 2016
                                                               -----------------

                                                             As Reported              Adjustment                                   Revised
                                                             -----------              ----------                                   -------

                  Accounts receivable, net of
                  allowance for                                                  $421                       $3                                     $424
                 doubtful accounts

                 Total current assets                                           1,253                        3                                    1,256

                 Total assets                                                   4,950                        3                                    4,953

                 Accrued liabilities                                              174                       11                                      185

                 Total current liabilities                                        522                       11                                      533

                 Total liabilities                                              3,789                       11                                    3,800

                 Accumulated deficit                                             (13)                     (6)                                    (19)

                  Accumulated other comprehensive
                  loss                                                          (495)                     (2)                                   (497)

                  Total Tronox Limited shareholders'
                  equity                                                        1,017                      (8)                                   1,009

                 Total equity                                                   1,161                      (8)                                   1,153

                 Total liabilities and equity                                   4,950                        3                                    4,953


    Unaudited Condensed Consolidated Statement of Cash Flows



               The corresponding amounts have been
                revised within the statement of cash
                flows for the six months ended June 30,
                2016 with no net impact to operating,
                investing, and financing cash flows.

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SOURCE Tronox Limited