Kronos Worldwide, Inc. announced the early tender results in connection with the previously announced (i) offer to certain eligible holders to exchange up to ?325 million principal amount of the outstanding 3.75% Senior Secured Notes due 2025 of Kronos International, Inc., the company?s wholly-owned subsidiary, for newly issued 9.50% Senior Secured Notes due 2029 of the Issuer plus additional cash consideration, upon the terms and conditions set forth in a Confidential Exchange Offering Memorandum and Consent Solicitation Statement dated January 23, 2024 and (ii) solicitation of consents by such eligible holders to adopt certain proposed amendments to the indenture governing the Old Notes, which would conform the restrictive covenants in the Existing Indenture to the restrictive covenants of the New Notes. The aggregate principal amount of Old Notes validly tendered and not validly withdrawn in connection with the Exchange Offer as of 5:00 p.m. Central European Time, on February 5, 2024 is listed in the table below. Tendered Old Notes may no longer be withdrawn except under limited circumstances as required by law.

Although the Exchange Offer is scheduled to expire at 5:00 p.m., Central European Time, on February 21, 2024, because the aggregate principal amount of Old Notes validly tendered and not validly withdrawn by the Early Participation Expiration Date exceeds the Maximum Acceptance Amount, the Company does not expect to accept for exchange any tenders of Old Notes after the Early Participation Expiration Date. Any Old Notes tendered after the Early Participation Expiration Date will be promptly credited to the account of the holder thereof maintained at either Euroclear Bank SA/NV or Clearstream Banking, S.A., Luxembourg, and otherwise returned in accordance with the Exchange Offer. Old Notes validly tendered for exchange and not validly withdrawn on or prior to the Early Participation Expiration Date will be accepted in accordance with the proration procedures outlined in the Confidential Exchange Offering Memorandum and Consent Solicitation Statement.

The company has received the requisite number of consents to adopt the Proposed Amendments with respect to the Old Notes that are subject to the Exchange O?er and Consent Solicitation. Accordingly, it is expected that the company and the trustee for the Old Notes will execute and deliver a supplemental indenture to amend the Existing Indenture e?ecting the Proposed Amendments, which supplemental indenture will become operational on the early settlement date, which is expected to be on February 12, 2024. As previously announced, concurrently with, but separate from, the Exchange Offer, the Issuer was offering for purchase up to ?50 million aggregate principal amount of 9.50% Senior Secured Notes due 2029 pursuant to a Confidential Offering Memorandum dated January 23, 2024, with such Additional New Notes to be fungible with the New Notes issued in the Exchange Offer, and with proceeds to be used to effect certain redemptions of Old Notes remaining outstanding after the Early Participation Expiration Date.

Since Old Notes were tendered in an aggregate amount exceeding the Maximum Acceptance Amount, the Issuer is terminating the Additional New Notes Offering.