Willkie Represents Tronox Limited on $3.150 Billion Debt Refinancing Transactions

September 25, 2017

Tronox Limited enters into new term loan facility, asset-based revolving credit facility and issues Senior Notes due 2025.

Willkie represented Tronox Limited, the Australian public company, in connection with (a) a $2,150,000,000 term loan facility, (b) a $550,000,000 asset-based revolving credit facility, and (c) an offering of $450,000,000 5.75% Senior Notes due 2025. Tronox is the global leader in the production and marketing of titanium bearing mineral sands and titanium dioxide (TiO2) pigment, with operations and facilities in the United States, the Netherlands, Australia and South Africa. The financings will be used for, among other things, redemption of Tronox’s $900,000,000 6.375% Senior Notes due 2020, and the acquisition in early 2018 of the titanium dioxide (TiO2) pigment business of Cristal Inorganic Chemicals Netherlands B.V. After giving effect to such acquisition, Tronox will be the world’s largest TiO2 producer with nameplate production capacity representing approximately 18% of the world’s TiO2 capacity.

The term loan and asset-based revolving credit facilities are secured by certain of Tronox’s mining, production and working capital assets in the United States, the Netherlands and Australia. The senior notes are unsecured obligations of Tronox. 

The transactions were led by Leonard Klingbaum and Mark Fine, and (a) on the term loan and asset-based revolving credit facility, lead associates Aymen Mahmoud and Jason Pearl, and associates Marc Balmazi, Max Silverstein, Nick Jupp, Lindsay Murray, and Sabine Houben, and (b) on the offering of senior notes, partner Cris Greer and associates Jennifer Tait, Anne Barrett, Ryan Hartnett and Peter Melampy.