f4tie110620tfmcexh992.txt
Exhibit 99.2
Additional Information
Harold C. Simmons and the following persons or entities related to him are
the direct holders of the following percentages of the outstanding shares of
common stock of the issuer, Titanium Metals Corporation ("TIMET"):
Valhi Holding Company ("VHC")................................23.5%
Annette C. Simmons...........................................12.3%
The Combined Master Retirement Trust (the "CMRT").............8.7%
Harold C. Simmons.............................................3.2%
Kronos Worldwide, Inc. ("Kronos").............................2.4%
Contran Corporation ("Contran")...............................2.0%
NL Industries, Inc. ("NL")....................................0.5%
Valhi, Inc. ("Valhi").........................................0.5%
NL Environmental Management Services, Inc. ("NL EMS").........0.3%
Harold Simmons Foundation, Inc.
(the "Foundation")................................less than 0.1%
The Annette Simmons Grandchildren's Trust
(the "Grandchildren's Trust").....................less than 0.1%
NL is the direct holder of 100% of the outstanding shares of common stock of NL
EMS.
Harold C. Simmons and the following persons or entities related to him are
the direct holders of the following percentages of the outstanding shares of
common stock of NL:
Valhi........................................................83.0%
Harold C. Simmons.............................................2.2%
Annette C. Simmons............................................0.6%
TIMET Finance Management Company ("TFMC").....................0.5%
Kronos..............................................less than 0.1%
The issuer is the direct holder of 100% of the outstanding shares of common
stock of TFMC.
Harold C. Simmons and the following persons or entities related to him are
the direct holders of the following percentages of the outstanding shares of
common stock of Kronos:
Valhi........................................................50.0%
NL...........................................................30.4%
Harold C. Simmons.............................................0.4%
TFMC..........................................................0.3%
Annette C. Simmons............................................0.1%
Contran.............................................less than 0.1%
Harold C. Simmons and the following persons or entities related to him are
the direct holders of the following percentages of the outstanding shares of
common stock of Valhi:
VHC..........................................................92.7%
TFMC..........................................................1.3%
Foundation....................................................0.8%
Contran Amended and Restated Deferred Compensation
Trust (the "CDCT")..........................................0.3%
Harold C. Simmons.............................................0.3%
Annette C. Simmons............................................0.2%
CMRT..........................................................0.1%
Grandchildren's Trust...............................less than 0.1%
Contran.............................................less than 0.1%
Dixie Rice Agricultural Corporation, Inc. ("Dixie Rice") is the direct holder of
100% of the outstanding shares of common stock of VHC. Contran is the holder of
100% of the outstanding shares of common stock of Dixie Rice.
Substantially all of Contran's outstanding voting stock is held by trusts
established for the benefit of certain children and grandchildren of Harold C.
Simmons (the "Trusts"), of which Mr. Simmons is the sole trustee, or is held by
Mr. Simmons or persons or other entities related to Mr. Simmons. As sole
trustee of each of the Trusts, Mr. Simmons has the power to vote and direct the
disposition of the shares of Contran stock held by each of the Trusts. Mr.
Simmons, however, disclaims beneficial ownership of, and a pecuniary interest
in, any shares of Contran stock that the Trusts hold.
U.S. Bank National Association serves as the trustee of the CDCT. Contran
established the CDCT as an irrevocable "rabbi trust" to assist Contran in
meeting certain deferred compensation obligations that it owes to Harold C.
Simmons. If the CDCT assets are insufficient to satisfy such obligations,
Contran is obligated to satisfy the balance of such obligations as they come
due. Pursuant to the terms of the CDCT, Contran (i) retains the power to vote
the shares of the issuer's common stock held directly by the CDCT, (ii) retains
dispositive power over such shares and (iii) may be deemed the indirect
beneficial owner of such shares.
Contran sponsors the CMRT, which permits the collective investment by
master trusts that maintain the assets of certain employee benefit plans
Contran and related companies adopt. Harold C. Simmons is the sole trustee of
the CMRT and a member of the trust investment committee for the CMRT. Mr.
Simmons is a participant in one or more of the employee benefit plans that
invest through the CMRT.
The Foundation is a tax-exempt foundation organized for charitable
purposes. Harold C. Simmons is the chairman of the board of the Foundation.
NL and NL EMS directly owns 3,604,790 shares and 1,186,200 shares,
respectively, of Valhi common stock. Kronos owns 574,972 shares of Valhi
common stock. As already stated, Valhi directly holds 83.0% of the outstanding
shares of NL common stock and 50.0% of the outstanding shares of Kronos common
stock. Pursuant to Delaware law, Valhi treats the shares of Valhi common stock
that NL, NL EMS and Kronos own as treasury stock for voting purposes and for
the purposes of this statement such shares are not deemed outstanding.
TFMC directly holds 2,349,228 shares of TIMET common stock. Pursuant to
Delaware law, TIMET treats these shares of TIMET common stock that TFMC owns as
treasury stock for voting purposes and for purposes of this statement such
shares are not deemed outstanding.
Mr. Harold C. Simmons is chairman of the board and chief executive
officer of NL and chairman of the board of the issuer, Kronos, Valhi, VHC,
Dixie Rice, Southwest and Contran.
By virtue of the holding of the offices, the stock ownership and his
services as trustee, all as described above, (a) Mr. Simmons may be deemed to
control the entities described above and (b) Mr. Simmons and certain of such
entities may be deemed to possess indirect beneficial ownership of shares of
the issuer's securities directly held by certain of such other entities.
However, Mr. Simmons disclaims beneficial ownership of, and a pecuniary
interest in, the securities beneficially owned, directly or indirectly, by any
of such entities, except to the extent of his vested beneficial interest, if
any, in the shares of the issuer's common stock the CMRT directly holds. Other
than securities that she holds directly, Mrs. Simmons disclaims beneficial
ownership of, and a pecuniary interest in, all of the issuer's securities
beneficially owned, directly or indirectly, by any of such entities or Mr.
Simmons.
Annette C. Simmons is the wife of Harold C. Simmons. Mr. Simmons may be
deemed to share indirect beneficial ownership of her shares. Mr. Simmons
disclaims beneficial ownership of all shares that his wife holds directly.
Mrs. Simmons disclaims beneficial ownership of all shares she does not hold
directly.
Mr. and Mrs. Simmons are each a co-trustee of the Grandchildren's Trust,
the beneficiaries of which are the grandchildren of Mrs. Simmons. They each have
the power to vote and direct the disposition of the shares of the common stock
the trust holds. Mr. Simmons and his wife each disclaim beneficial ownership
of, and a pecuniary interest in, any shares that this trust holds.