-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NiJwu3klXmUbEOARLMFm/kkDL1Pts/Av8ckqHdCqjkJSQPufp8ACKwLT/do59wHA rEeSrr95WebXacWeD2f/Mw== 0000072162-96-000001.txt : 19960129 0000072162-96-000001.hdr.sgml : 19960129 ACCESSION NUMBER: 0000072162-96-000001 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960126 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960126 SROS: NYSE SROS: PSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NL INDUSTRIES INC CENTRAL INDEX KEY: 0000072162 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 135267260 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00640 FILM NUMBER: 96507583 BUSINESS ADDRESS: STREET 1: TWO GREENSPOINT PLAZA STREET 2: 16825 NORTHCHASE DRIVE SUITE 1200 CITY: HOUSTON STATE: TX ZIP: 77060-2544 BUSINESS PHONE: 7134233300 MAIL ADDRESS: STREET 1: TWO GREENSPOINT PLAZA STREET 2: 16825 NORTHCHASE DR., SUITE 1200 CITY: HOUSTON STATE: TX ZIP: 77060-2544 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL LEAD CO DATE OF NAME CHANGE: 19710520 8-K 1 NL INDUSTRIES 01-26-96 8-K FILING SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ______ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 1996 NL INDUSTRIES, INC. (Exact name of registrant as specified in charter) New Jersey 1-640 13-5267260 (State or other (Commission File No.) (Employer ID No.) jurisdiction of incorporation) 16825 Northchase Dr., Suite 1200, Houston, Texas 77060 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (713) 423-3300 Not Applicable (Former name or former address, if changed since last report) Item 5. Other Events. On January 25, 1996, the Registrant issued the press release attached hereto as Exhibit 99.1 and incorporated herein in its entirety by this reference. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits (i) Exhibit 99.1. Press Release dated January 25, 1996. * * * * * SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. NL INDUSTRIES, INC. (Registrant) /s/ Dennis G. Newkirk Dennis G. Newkirk Vice President & Controller Dated: January 26, 1996 EX-99.1 2 EXHIBIT TO NL INDUSTRIES 8-K 07-20-95 Dennis G. Newkirk (713) 423-3332 EXHIBIT 99.1 FOR IMMEDIATE RELEASE NL POSTS 1995 EARNINGS OF $1.66 PER SHARE HOUSTON, TEXAS January 25, 1996 -- NL Industries, Inc. (NYSE:NL) announced net income for 1995 of $85.6 million, or $1.66 per share, on sales of $1 billion. NL's net income for the fourth quarter of 1995 was $34.1 million, or $.66 per share, on sales of $234 million compared to net income in the fourth quarter of 1994 of $2.5 million, or $.05 per share, on sales of $224 million. The improved results were primarily driven by higher titanium dioxide pigments (TiO2) selling prices and by $17 million of tax-related benefits. J. Landis Martin, President and CEO, stated, "We are pleased to report an improved fourth quarter that reflects higher TiO2 prices compared with 1994. Sales volumes in 1995 were below the record levels in 1994 due to softening demand in the second half of 1995 and customers building inventories in 1994." Looking ahead, Mr. Martin said, "We anticipate demand for TiO2 to remain soft during the first half of 1996. However, we expect industry capacity utilization rates to increase during the next several years." Operating income of Kronos' TiO2 business in 1995 was $161.2 million, a $80.6 million increase over 1994 on a 16% increase in sales. Kronos' operating income in the fourth quarter of 1995 of $40.8 million was $12.1 million higher than the 1994 period. Average TiO2 selling prices for the quarter were 14% higher than the fourth quarter of 1994 but 1% lower than the third quarter of 1995. Kronos' fourth quarter sales volumes were 7% below the fourth quarter of 1994 and sales volumes for full year 1995 were 3% lower than sales volumes for 1994. Rheox's operating income for 1995 rose $7.7 million from the year-earlier period to a record $38.5 million on higher sales volumes and selling prices. Operating income for the fourth quarter of 1995 was $8.8 million, an improvement of $1.8 million over the 1994 period due to higher selling prices and lower operating costs. Income taxes for the fourth quarter of 1995 include $17 million of tax benefits resulting from changes in the U.S.-Canada income tax treaty and the expected future realization of certain tax credits due to the Company's return to profitability. NL Industries, Inc. is a major international producer of titanium dioxide pigments and specialty chemicals. The statements in this release relating to matters that are not historical facts are forward looking statements that involve risks and uncertainties, including, but not limited to, future global economic conditions, global TiO2 productive capacity, competitive products and prices and other risks and uncertainties detailed in the Company's Securities and Exchange Commission filings. NL INDUSTRIES, INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In millions, except per share data) (Unaudited)
Quarter ended Year ended December 31, December 31, 1994 1995 1994 1995 NET SALES Kronos $195.3 $204.7 $770.1 $ 894.1 Rheox 28.5 29.6 117.9 129.8 $223.8 $234.3 $888.0 $1,023.9 OPERATING INCOME Kronos $ 28.7 $ 40.8 $ 80.6 $ 161.2 Rheox 7.0 8.8 30.8 38.5 OPERATING INCOME 35.7 49.6 111.4 199.7 General corporate income (expense): Securities earnings 1.8 1.5 3.9 7.4 Expenses, net (16.3) (6.6) (44.8) (26.6) Interest expense (20.9) (19.6) (83.9) (81.6) Income (loss) before income taxes .3 24.9 (13.4) 98.9 Income tax benefit (expense) 2.4 9.5 (9.8) (12.7) Minority interest (.2) (.3) (.8) (.6) NET INCOME (LOSS) $ 2.5 $ 34.1 $(24.0) $ 85.6 Per share of common stock $ .05 $ .66 $ (.47) $ 1.66 Weighted average common shares and common share equivalents outstanding 51.0 51.5 51.0 51.5
-----END PRIVACY-ENHANCED MESSAGE-----