• SEC Filings

On September 26, 2017, certain indirect operating subsidiaries of the registrant, namely Kronos Titan GmbH, Kronos Europe S.A./N.V., Kronos Titan AS, Titania AS, Kronos Norge AS, and Kronos Denmark ApS (collectively, the "Borrowers," and with certain guarantors, the "Obligors"), entered into a Seventh Amendment Agreement Relating to a Facility Agreement dated June 25, 2002 (the "Amendment") with Deutsche Bank AG, as mandated lead arranger, Deutsche Bank Luxembourg S.A., as agent for the finance parties and security agent for the secured parties (the "Agent"), and the lenders participating in the amended revolving credit facility (collectively, the "Lenders"). The Amendment amends certain terms and conditions of the original €80 million secured revolving credit facility between the Obligors and the Lenders. Such facility, as previously amended and restated, and as amended and restated by the Amendment, is collectively referred to herein as the "European Revolving Credit Facility." The Amendment includes, as a schedule thereto, a copy of the amended and restated European Revolving Credit Facility, and any reference in this report to "Amendment" includes a reference to such amended and restated European Revolving Credit Facility.

Among other things, the Amendment:

As previously disclosed, the European Revolving Credit Facility is collateralized by the accounts receivable and the inventories of the Borrowers and a limited pledge of all of the other assets of Kronos Europe S.A./N.V. The European Revolving Credit Facility contains certain restrictive covenants that, among other things, restrict the ability of the Borrowers to incur debt, incur liens, pay dividends or merge or consolidated with, or sell or transfer all of substantially all of their assets to, another entity, and requires the maintenance of certain financial ratios whenever any borrowings are outstanding under the European Revolving Credit Facility. Failure to comply with the covenants contained in the European Revolving Credit Facility could result in the acceleration of any outstanding balance under the European Revolving Credit Facility prior to its stated maturity date. In addition, any such outstanding balance under the European Revolving Credit Facility could be accelerated in the event that other debt or obligations of the Borrowers or the registrant were to be accelerated.

A copy of the Amendment (including, as a schedule thereto, the amended and restated European Revolving Credit Facility) is attached as Exhibit 10.1 to this report and is incorporated herein by reference. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment. This summary of the principal terms of the Amendment, and the copy of the Amendment, have been included to, among other things, provide the registrant's security holders with information regarding its terms. It is not intended to provide any other factual information about the registrant and its subsidiaries or the matters covered therein. The representations, warranties and covenants contained in the Amendment were made solely for purposes of the Amendment and as of specific dates, were solely for the benefit of the parties to the Amendment, may be subject to limitations agreed upon by the contracting parties, including being qualified by confidential disclosures made for the purposes of allocating contractual risk between the parties to the Amendment instead of establishing these matters as facts, and may be subject to standards of materiality applicable to the contracting parties that differ from those applicable to holders of the registrant's securities. Holders of the registrant's securities are not third-party beneficiaries under the Amendment and should not rely on the representations, warranties and covenants or any descriptions thereof as characterizations of the actual state of facts or condition of the registrant and its subsidiaries. Moreover, information concerning the subject matter of the representations and warranties may change after the date of the Amendment, which subsequent information may or may not be fully reflected in the registrant's public disclosures.

KRONOS WORLDWIDE INC Exhibit
EX-10.1 2 exh101.htm SEVENTH AMENDMENT AGREEMENT DATED SEPTEMBER 26,…
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About Kronos Worldwide, Inc. (NYSE:KRO)

Kronos Worldwide, Inc. is a producer and marketer of titanium dioxide (TiO2) pigments, a base industrial product that is used in a range of applications. The Company, along with its distributors and agents, sells and provides technical services for its products in approximately 100 countries with sales in Europe and North America. It offers its customers a portfolio of products that include over 40 different TiO2 pigment grades under the Kronos brand. It offers its products to domestic and international paint, plastics, decorative laminate and paper manufacturers. It sells and provides technical services for its products in over three end-use markets, which include coatings, plastics and paper. It produces TiO2 in over two crystalline forms, including rutile and anatase. Its TiO2 is used in a range of cosmetic and personal care products, such as skin cream, lipstick, eye shadow and toothpaste, and also found in food products, such as candy and confectionaries, and in pet foods.