Tronox Reports Fourth Quarter and Full Year 2025 Financial Results
Fourth Quarter 2025 Financial Highlights:
- Revenue of
$730 million - Loss from operations of
$114 million ; Net loss attributable toTronox of$176 million including$80 million of restructuring and other charges, net of taxes, primarily associated with the closure of the Company's Botlek andFuzhou pigment plants; Adjusted net loss of$96 million (non-GAAP) - Adjusted EBITDA of
$57 million ; Adjusted EBITDA margin of 7.8% (non-GAAP) - GAAP diluted loss per share of
$1.11 ; Adjusted diluted loss per share of$0.60 (non-GAAP)
Full Year 2025 Financial Highlights:
- Revenue of
$2,898 million - Loss from operations of
$253 million ; Net loss attributable toTronox of$470 million including$233 million of restructuring and other charges, net of taxes, primarily costs associated with the closure of the Company's Botlek andFuzhou pigment plants; Adjusted net loss of$237 million (non-GAAP) - Adjusted EBITDA of
$336 million ; Adjusted EBITDA margin of 11.6% (non-GAAP) - GAAP diluted loss per share of
$2.97 ; Adjusted diluted loss per share of$1.50 (non-GAAP) - Capital expenditures of
$341 million
Outlook:
- Expect to generate positive free cash flow in 2026, primarily as a result of improving TiO2 pricing and volumes, lower capital expenditures, and targeted actions on working capital
- Q1 2026 TiO2 and zircon volumes expected to be relatively in-line with strong Q4 2025 volume levels
- TiO2 pricing expected to improve in Q1 2026 and zircon pricing expected to improve in Q2 2026
- Q1 2026 Adjusted EBITDA expected to be
$55-$65 million
This outlook is based on
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Note: For the Company's guidance with respect to first quarter 2026 Adjusted EBITDA and 2026 full year free cash flow, we are not able to provide without unreasonable effort the most directly comparable GAAP financial measure, or reconciliation to such GAAP financial measure, because certain items that impact such measures are uncertain, out of the Company's control or cannot be reasonably predicted. |
Summary of Financial Results for the Quarter Ending
|
($M unless otherwise noted) |
Q4 2025 |
Q4 2024 |
Y-o-Y % ∆ |
Q3 2025 |
Q-o-Q % ∆ |
|
|
Revenue |
|
|
8 % |
|
4 % |
|
|
TiO2 |
|
|
8 % |
|
5 % |
|
|
Zircon |
|
|
4 % |
|
32 % |
|
|
Other products |
|
|
10 % |
|
(17) % |
|
|
(Loss) income from operations |
( |
|
n/m |
( |
(165) % |
|
|
Net (Loss) |
( |
( |
n/m |
( |
n/m |
|
|
Net (Loss) attributable to |
( |
( |
n/m |
( |
n/m |
|
|
GAAP diluted (loss) per share |
( |
( |
n/m |
( |
n/m |
|
|
Adjusted diluted (loss) earnings per share |
( |
|
n/m |
( |
n/m |
|
|
Adjusted EBITDA |
|
|
(56) % |
|
(23) % |
|
|
Adjusted EBITDA Margin % |
7.8 % |
19.1 % |
(1,130) bps |
10.6 % |
(280) bps |
|
|
Free cash flow |
|
( |
n/m |
( |
n/m |
|
|
|
|
|
|
|
|
|
|
|
|
Y-o-Y % ∆ |
|
|
Q-o-Q % ∆ |
|
|
|
Volume |
Price/Mix |
FX |
Volume |
Price/Mix |
FX |
|
TiO2 |
13 % |
(8) % |
3 % |
9 % |
(4) % |
— % |
|
Zircon |
27 % |
(23) % |
— % |
42 % |
(10) % |
— % |
CEO Remarks
Chief Executive Officer
"I am proud of the work by our team on the levers we can control and influence. In 2025, we achieved our best safety performance in over a decade. Safety continues to be one of our core values and remains our number one priority across the Company. Throughout the year, we delivered meaningful progress on our cost improvement program, achieving more than
"We continued to drive actions to further advance our long‑term competitiveness. We commenced mining at Fairbreeze and began the commissioning of East OFS in
Fourth Quarter 2025 Results
(Comparisons are to prior year (Q4 2025 vs. Q4 2024) unless otherwise noted)
The Company reported fourth quarter revenue of
Revenue from TiO2 sales was
Zircon revenue increased 4% to
Revenue from other products was
Net loss attributable to
Adjusted EBITDA of $57 million represented a 56% decrease compared to the fourth quarter 2024, driven by lower average selling prices including mix, higher production costs and freight costs, partially offset by higher sales volumes, favorable exchange rate movements and lower corporate costs. Adjusted EBITDA margin was 7.8% for the quarter.
Sequentially, Adjusted EBITDA decreased 23% due to lower average selling prices including mix and lower other products sales volume, partially offset by higher sales volume of TiO2 and zircon, lower production costs and freight costs.
The Company's selling, general and administrative expenses were
Full Year 2025 Results
The Company reported full-year revenue of
Balance Sheet, Cash Flow and Capital Allocation
Free cash flow for the year was a use of $281 million. Capital expenditures were $341 million. The Company returned
Outlook
For the first quarter of 2026,
Webcast Conference Call
Replay: A webcast replay will be available at investor.tronox.com following the call.
About
Cautionary Statement about Forward-Looking Statements
Statements in this release that are not historical are forward-looking statements within the meaning of the
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, synergies 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 because of new information or future developments.
Use of Non-GAAP Information
To provide investors and others with additional information regarding the financial results of
Investor Relations and Media Contact:
+1.203.705.3701 extension: 103701 (Media)
+1.646.960.6598 (Investor Relations)
|
|
|||||||
|
CONSOLIDATED STATEMENTS OF OPERATIONS ( |
|||||||
|
(UNAUDITED) |
|||||||
|
(Millions of |
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
Net sales |
$ 730 |
|
$ 676 |
|
$ 2,898 |
|
$ 3,074 |
|
Cost of goods sold |
691 |
|
559 |
|
2,629 |
|
2,559 |
|
Gross profit |
39 |
|
117 |
|
269 |
|
515 |
|
Restructuring and other charges |
79 |
|
— |
|
232 |
|
— |
|
Selling, general and administrative expenses |
74 |
|
69 |
|
290 |
|
296 |
|
(Loss) Income from operations |
(114) |
|
48 |
|
(253) |
|
219 |
|
Interest expense |
(54) |
|
(41) |
|
(189) |
|
(167) |
|
Interest income |
2 |
|
1 |
|
6 |
|
10 |
|
Loss on extinguishment of debt |
— |
|
— |
|
— |
|
(3) |
|
Other (expense) income, net |
(13) |
|
7 |
|
(22) |
|
14 |
|
(Loss) income before income taxes |
(179) |
|
15 |
|
(458) |
|
73 |
|
Income tax benefit (provision) |
2 |
|
(45) |
|
(15) |
|
(127) |
|
Net loss |
(177) |
|
(30) |
|
(473) |
|
(54) |
|
Net loss attributable to noncontrolling interest |
(1) |
|
— |
|
(3) |
|
(6) |
|
Net loss attributable to |
$ (176) |
|
$ (30) |
|
$ (470) |
|
$ (48) |
|
|
|
|
|
|
|
|
|
|
Loss per share: |
|
|
|
|
|
|
|
|
Basic |
$ (1.11) |
|
$ (0.19) |
|
$ (2.97) |
|
$ (0.31) |
|
Diluted |
$ (1.11) |
|
$ (0.19) |
|
$ (2.97) |
|
$ (0.31) |
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding, basic (in thousands) |
158,617 |
|
158,038 |
|
158,484 |
|
157,819 |
|
Weighted average shares outstanding, diluted (in thousands) |
158,617 |
|
158,038 |
|
158,484 |
|
157,819 |
|
|
|
|
|
|
|
|
|
|
Other Operating Data: |
|
|
|
|
|
|
|
|
Capital expenditures |
68 |
|
117 |
|
341 |
|
370 |
|
Depreciation, depletion and amortization expense |
82 |
|
71 |
|
302 |
|
285 |
|
|
|
|||||||
|
RECONCILIATION OF NON- |
|
|||||||
|
(UNAUDITED) |
|
|||||||
|
(Millions of |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF NET LOSS ATTRIBUTABLE TO TRONOX HOLDINGS PLC ( |
|
|||||||
|
TO ADJUSTED NET (LOSS) INCOME ATTRIBUTABLE TO TRONOX HOLDINGS PLC (NON- |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
|
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
|
|
|
|
|
|
|
|
|
|
Net loss attributable to |
$ (176) |
|
$ (30) |
|
$ (470) |
|
$ (48) |
|
|
Restructuring and other charges (a) |
79 |
|
— |
|
228 |
|
— |
|
|
Loss on extinguishment of debt (b) |
— |
|
— |
|
— |
|
3 |
|
|
Sale of royalty interest (c) |
— |
|
— |
|
— |
|
(21) |
|
|
Other (d) |
1 |
|
1 |
|
5 |
|
5 |
|
|
Tax valuation allowance (e) |
— |
|
33 |
|
— |
|
49 |
|
|
Adjusted net (loss) income attributable to |
$ (96) |
|
$ 4 |
|
$ (237) |
|
$ (12) |
|
|
|
|
|
|
|
|
|
|
|
|
Diluted net loss per share ( |
$ (1.11) |
|
$ (0.19) |
|
$ (2.97) |
|
$ (0.31) |
|
|
|
|
|
|
|
|
|
|
|
|
Restructuring and other charges, per share |
0.50 |
|
— |
|
1.44 |
|
— |
|
|
Loss on extinguishment of debt, per share |
— |
|
— |
|
— |
|
0.02 |
|
|
Sale of royalty interest, per share |
— |
|
— |
|
— |
|
(0.13) |
|
|
Other, per share |
0.01 |
|
0.01 |
|
0.03 |
|
0.03 |
|
|
Tax valuation allowance, per share |
— |
|
0.21 |
|
— |
|
0.31 |
|
|
Diluted adjusted net (loss) income per share attributable |
$ (0.60) |
|
$ 0.03 |
|
$ (1.50) |
|
$ (0.08) |
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding, diluted (in thousands) |
158,617 |
|
158,262 |
|
158,484 |
|
157,819 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Represents restructuring and other charges associated with the Botlek and |
||||||||
|
(b) Represents the loss in connection with the refinancing of the Term Loan Facility in the |
|
|||||||
|
(c) Represents the sale of a royalty interest in certain Canadian mineral properties, net of associated transaction costs included in "Other |
|
|||||||
|
(d) Represents other activity not representative of the ongoing operations of the Company. |
|
|||||||
|
(e) 2024 amount represents the establishment of a full valuation allowance against the deferred tax assets within our Brazilian and |
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
(1) Only the sale of royalty interest, restructuring and other charges amount and certain other items have been tax impacted. No income |
|
|||||||
|
(2) Diluted adjusted net (loss) income per share attributable to |
||||||||
|
|
|||
|
CONSOLIDATED BALANCE SHEETS |
|||
|
(UNAUDITED) |
|||
|
(Millions of |
|||
|
|
|
|
|
|
|
|
|
|
|
ASSETS |
|
|
|
|
Current Assets |
|
|
|
|
Cash and cash equivalents |
$ 199 |
|
$ 151 |
|
Restricted cash |
12 |
|
1 |
|
Accounts receivable (net of allowance of |
289 |
|
266 |
|
Inventories, net |
1,652 |
|
1,551 |
|
Prepaid and other assets |
112 |
|
184 |
|
Income taxes receivable |
1 |
|
2 |
|
Total current assets |
2,265 |
|
2,155 |
|
Noncurrent Assets |
|
|
|
|
Property, plant and equipment, net |
2,007 |
|
1,927 |
|
Mineral leaseholds, net |
608 |
|
616 |
|
Intangible assets, net |
214 |
|
244 |
|
Lease right of use assets, net |
173 |
|
140 |
|
Deferred tax assets |
833 |
|
830 |
|
Other long-term assets |
117 |
|
126 |
|
Total assets |
$ 6,217 |
|
$ 6,038 |
|
|
|
|
|
|
LIABILITIES AND EQUITY |
|
|
|
|
Current Liabilities |
|
|
|
|
Accounts payable |
$ 481 |
|
$ 499 |
|
Accrued liabilities |
274 |
|
247 |
|
Short-term lease liabilities |
22 |
|
24 |
|
Obligations under inventory financing arrangement |
50 |
|
— |
|
Short-term debt |
51 |
|
65 |
|
Long-term debt due within one year |
39 |
|
35 |
|
Income taxes payable |
2 |
|
4 |
|
Total current liabilities |
919 |
|
874 |
|
Noncurrent Liabilities |
|
|
|
|
Long-term debt, net |
$ 3,132 |
|
$ 2,759 |
|
Pension and postretirement healthcare benefits |
81 |
|
85 |
|
Asset retirement obligations |
198 |
|
172 |
|
Environmental liabilities |
39 |
|
40 |
|
Long-term lease liabilities |
148 |
|
107 |
|
Deferred tax liabilities |
208 |
|
174 |
|
Other long-term liabilities |
43 |
|
36 |
|
Total liabilities |
4,768 |
|
4,247 |
|
|
|
|
|
|
Commitments and Contingencies |
|
|
|
|
Shareholders' Equity |
|
|
|
|
|
2 |
|
2 |
|
Capital in excess of par value |
2,103 |
|
2,084 |
|
Retained Earnings |
30 |
|
555 |
|
Accumulated other comprehensive loss |
(717) |
|
(880) |
|
|
1,418 |
|
1,761 |
|
Noncontrolling interest |
31 |
|
30 |
|
Total equity |
1,449 |
|
1,791 |
|
Total liabilities and equity |
$ 6,217 |
|
$ 6,038 |
|
|
|||
|
CONSOLIDATED STATEMENTS OF CASH FLOWS |
|||
|
(UNAUDITED) |
|||
|
(Millions of |
|||
|
|
|
|
|
|
|
Year Ended |
||
|
|
2025 |
|
2024 |
|
Cash Flows from Operating Activities: |
|
|
|
|
Net loss |
$ (473) |
|
$ (54) |
|
Adjustments to reconcile net loss to net cash provided by operating activities: |
|
|
|
|
Depreciation, depletion and amortization |
302 |
|
285 |
|
Deferred income taxes |
12 |
|
110 |
|
Share-based compensation expense |
20 |
|
21 |
|
Amortization of deferred debt issuance costs and discount on debt |
10 |
|
10 |
|
Loss on extinguishment of debt |
- |
|
1 |
|
Restructuring and other charges |
232 |
|
- |
|
Other non-cash affecting net loss |
59 |
|
30 |
|
Changes in assets and liabilities: |
|
|
|
|
(Increase) decrease in accounts receivable, net |
(9) |
|
11 |
|
Increase in inventories, net |
(26) |
|
(115) |
|
Decrease in prepaid and other assets |
59 |
|
40 |
|
Restructuring payments |
(76) |
|
- |
|
Decrease in accounts payable and accrued liabilities |
(26) |
|
(11) |
|
Net changes in income tax payables and receivables |
(2) |
|
10 |
|
Changes in other non-current assets and liabilities |
(22) |
|
(38) |
|
Cash provided by operating activities |
60 |
|
300 |
|
|
|
|
|
|
Cash Flows from Investing Activities: |
|
|
|
|
Capital expenditures |
(341) |
|
(370) |
|
Loans |
15 |
|
- |
|
Proceeds from the sale of assets |
4 |
|
27 |
|
Purchase of investment securities |
(6) |
|
- |
|
Cash used in investing activities |
(328) |
|
(343) |
|
|
|
|
|
|
Cash Flows from Financing Activities: |
|
|
|
|
Repayments of short-term debt |
(144) |
|
(18) |
|
Repayments of long-term debt |
(29) |
|
(228) |
|
Proceeds from short-term debt |
100 |
|
55 |
|
Proceeds from inventory financing arrangement |
50 |
|
- |
|
Proceeds from long-term debt |
400 |
|
217 |
|
Debt issuance costs |
(7) |
|
(16) |
|
Dividends paid |
(48) |
|
(80) |
|
Restricted stock and performance-based shares settled in cash for taxes |
(1) |
|
(1) |
|
Cash provided by (used in) financing activities |
321 |
|
(71) |
|
|
|
|
|
|
Effects of exchange rate changes on cash and cash equivalents and restricted cash |
6 |
|
(7) |
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents and restricted cash |
59 |
|
(121) |
|
Cash and cash equivalents and restricted cash at beginning of period |
152 |
|
273 |
|
Cash and cash equivalents and restricted cash at end of period |
$ 211 |
|
$ 152 |
|
|
|||||||
|
RECONCILIATION OF NET LOSS TO EBITDA AND ADJUSTED EBITDA, ADJUSTED EBITDA AS A % OF |
|||||||
|
(UNAUDITED) |
|||||||
|
(Millions of |
|||||||
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
|
|
|
|
|
|
|
|
|
Net loss ( |
$ (177) |
|
$ (30) |
|
$ (473) |
|
$ (54) |
|
Interest expense |
54 |
|
41 |
|
189 |
|
167 |
|
Interest income |
(2) |
|
(1) |
|
(6) |
|
(10) |
|
Income tax (benefit) provision |
(2) |
|
45 |
|
15 |
|
127 |
|
Depreciation, depletion and amortization expense |
82 |
|
71 |
|
302 |
|
285 |
|
EBITDA (non- |
(45) |
|
126 |
|
27 |
|
515 |
|
Share-based compensation (a) |
6 |
|
4 |
|
20 |
|
21 |
|
Loss on extinguishment of debt (b) |
— |
|
— |
|
— |
|
3 |
|
Foreign currency remeasurement (c) |
7 |
|
(11) |
|
6 |
|
(1) |
|
Accretion expense and other adjustments to asset |
(11) |
|
1 |
|
9 |
|
23 |
|
Accounts receivable securitization program costs (e) |
3 |
|
4 |
|
13 |
|
15 |
|
Sale of royalty interest (f) |
— |
|
— |
|
— |
|
(28) |
|
Restructuring and other charges (g) |
79 |
|
— |
|
232 |
|
— |
|
Other items (h) |
18 |
|
5 |
|
29 |
|
16 |
|
Adjusted EBITDA (non- |
$ 57 |
|
$ 129 |
|
$ 336 |
|
$ 564 |
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Year Ended |
||||
|
|
2025 |
|
2024 |
|
2025 |
|
2024 |
|
Net sales |
$ 730 |
|
$ 676 |
|
$ 2,898 |
|
$ 3,074 |
|
Net loss ( |
$ (177) |
|
$ (30) |
|
$ (473) |
|
$ (54) |
|
Net loss ( |
(24.2) % |
|
(4.4) % |
|
(16.3) % |
|
(1.8) % |
|
Adjusted EBITDA (non- |
7.8 % |
|
19.1 % |
|
11.6 % |
|
18.3 % |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
2025 |
|
2024 |
|
Long-term debt, net |
|
|
|
|
$ 3,132 |
|
$ 2,759 |
|
Short-term debt |
|
|
|
|
51 |
|
65 |
|
Long-term debt due within one year |
|
|
|
|
39 |
|
35 |
|
(Less) Cash and cash equivalents |
|
|
|
|
(199) |
|
(151) |
|
Net debt |
|
|
|
|
$ 3,023 |
|
$ 2,708 |
|
Adjusted EBITDA (non- |
|
|
|
|
336 |
|
564 |
|
Net debt to trailing-twelve month Adjusted EBITDA |
|
|
|
|
9.0 x |
|
4.8 x |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Represents non-cash share-based compensation. |
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|
(b) Represents the loss in connection with the refinancing of the Term Loan Facility in the US. |
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|
(c) Represents realized and unrealized gains and losses associated with foreign currency remeasurement related to third-party and intercompany receivables and liabilities denominated in a currency other than the functional currency of the entity holding them, which are included in "Other (expense) income, net" in the unaudited Consolidated Statements of Operations. |
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|
(d) Primarily represents accretion expense and other noncash adjustments to asset retirement obligations and environmental liabilities. |
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|
(e) Primarily represents expenses associated with the Company's accounts receivable securitization program which is used as a source of liquidity in the Company's overall capital structure. |
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|
(f) Represents the sale of a royalty interest in certain Canadian mineral properties, net of associated transaction costs included in "Other (expense) income, net" in the unaudited Consolidated Statements of Operations. |
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|
(g) Represents restructuring and other charges associated with the Botlek and |
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|
(h) Includes noncash pension and postretirement costs, asset write-offs, severance expense, and other items included in "Selling general and administrative expenses", "Cost of goods sold" and "Other (expense) income, net" in the unaudited Consolidated Statements of Operations. |
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|
|
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|
FREE CASH FLOW (NON- |
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|
(UNAUDITED) |
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|
(Millions of |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table reconciles cash provided by (used in) operating activities to free cash flow for the three months and year ended |
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|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
Nine Months Ended
|
|
Three Months Ended
|
|
Cash provided by (used in) operating activities |
|
$ 60 |
|
$ (61) |
|
$ 121 |
|
Capital expenditures |
|
(341) |
|
(273) |
|
(68) |
|
Free cash flow (non- |
|
$ (281) |
|
$ (334) |
|
$ 53 |
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