-----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, MR0kzx4KReHGMdtYYFhqvoqCwK12MjMP8nXwFM6jNvkDgGrDYpsfnnZOvl2AS1Np mMjsv+BDUZ9iuEf+Ck+ohQ== 0000059255-08-000075.txt : 20080623 0000059255-08-000075.hdr.sgml : 20080623 20080623131010 ACCESSION NUMBER: 0000059255-08-000075 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080623 FILED AS OF DATE: 20080623 DATE AS OF CHANGE: 20080623 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VALHI INC /DE/ CENTRAL INDEX KEY: 0000059255 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 870110150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: STE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTER STREET 2: 5430 LBJ FREEWAY SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 FORMER COMPANY: FORMER CONFORMED NAME: LLC CORP DATE OF NAME CHANGE: 19870329 FORMER COMPANY: FORMER CONFORMED NAME: LIBERTY LOAN CORP DATE OF NAME CHANGE: 19800414 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SIMMONS HAROLD C CENTRAL INDEX KEY: 0001037854 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 08911683 BUSINESS ADDRESS: BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: THREE LINCOLN CENTRE STREET 2: 5430 LBJ FREEWAY STE 1700 CITY: DALLAS STATE: TX ZIP: 75240-2697 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DIXIE RICE AGRICULTURE CORP INC CENTRAL INDEX KEY: 0001074787 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 08911684 BUSINESS ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9722331700 MAIL ADDRESS: STREET 1: 600 PASQUIERE ST CITY: GUEYDAN STATE: LA ZIP: 70542 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: VALHI HOLDING CO CENTRAL INDEX KEY: 0001338019 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 08911685 BUSINESS ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 972-233-1700 MAIL ADDRESS: STREET 1: 5430 LBJ FREEWAY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CONTRAN CORP CENTRAL INDEX KEY: 0000024240 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 333-48391 FILM NUMBER: 08911686 BUSINESS ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 BUSINESS PHONE: 9724504228 MAIL ADDRESS: STREET 1: 5430 LBJ FRWY STREET 2: SUITE 1700 CITY: DALLAS STATE: TX ZIP: 75240 4 1 edgar.xml PRIMARY DOCUMENT X0303 4 2008-06-23 0000059255 VALHI INC /DE/ VHI 0000024240 CONTRAN CORP 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 0 0 1 0 0001338019 VALHI HOLDING CO 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 0 0 1 0 0001074787 DIXIE RICE AGRICULTURE CORP INC 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 0 0 1 0 0001037854 SIMMONS HAROLD C 5430 LBJ FREEWAY, SUITE 1700 DALLAS TX 75240 1 1 1 0 Chairman of the Board Common stock, $0.01 par value per share 2008-06-23 4 J 0 45000 28.45 A 1013511 I by TFMC Common stock, $0.01 par value per share 105140163 I by VHC Open market purchase by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships to the persons joining in this filing. Directly held by TIMET Finance Management Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships to the persons joining in this filing. Directly held by Valhi Holding Company. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationship among the persons joining in this filing. Exhibit Index: Exhibit 99 - Additional Information Harold C. Simmons and Annette C. Simmons own 3,383 and 43,400 shares, respectively, of the common stock of the issuer. Mr. Simmons disclaims beneficial ownership of the shares of the issuer's common stock that his spouse owns. See the Additional Information filed as Exhibit 99 to this statement for a description of the relationships among the persons joining in this filing. A. Andrew R. Louis, Secretary, for Contran Corporation 2008-06-23 A. Andrew R. Louis, Secretary, for Valhi Holding Company 2008-06-23 A. Andrew R. Louis, Secretary, for Dixie Rice Agricultural Corporation, Inc. 2008-06-23 A. Andrew R. Louis, Attorney-in-fact, for Harold C. Simmons 2008-06-23 EX-99 2 f4vhi080623tfmc.htm ADDITIONAL INFORMATION
Exhibit 99

Additional Information



     Valhi Holding Company  ("VHC"),  the Harold Simmons  Foundation,  Inc. (the

"Foundation"), TIMET Finance Management Company ("TFMC") and The Combined Master

Retirement  Trust (the "CMRT") are the direct holders of 92.5%,  0.9%,  0.9% and

0.1%,  respectively,  of the common stock of the issuer,  Valhi, Inc. ("Valhi").

Titanium  Metals  Corporation  ("TIMET") is the sole  stockholder of TFMC.  VHC,

Harold C. Simmons'  spouse,  the CMRT,  Harold C. Simmons,  NL Industries,  Inc.

("NL"),  Valhi and the Foundation are the holders of 26.9%,  11.7%,  8.5%, 4.0%,

0.8%,  0.5% and 0.2% of the outstanding  common stock of TIMET.  NL's percentage

ownership of TIMET common stock  includes  0.3% directly held by a subsidiary of

NL. Valhi and TFMC are the direct  holders of 83.1% and 0.5%,  respectively,  of

the outstanding  common stock of NL. Dixie Rice Agricultural  Corporation,  Inc.

("Dixie Rice") is the direct holder of 100% of the  outstanding  common stock of

VHC.  Contran is the  holder of 100% of the  outstanding  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 any shares of Contran stock

that the Trusts hold.



     The Foundation  directly holds  approximately 0.9% of the outstanding Valhi

common stock and 0.2% of the outstanding TIMET common stock. The Foundation is a

tax-exempt  foundation organized for charitable  purposes.  Harold C. Simmons is

the  chairman  of the board of the  Foundation  and may be deemed to control the

Foundation.



     The CMRT directly holds  approximately  0.1% of the  outstanding  shares of

Valhi  common stock and 8.5% of the  outstanding  TIMET  common  stock.  Contran

sponsors  the CMRT as a trust to  permit  the  collective  investment  by master

trusts that  maintain the assets of certain  employee  benefit plans Contran and

related  companies  adopt.  Mr.  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.



     Mr. Harold C. Simmons is chairman of the board of Valhi,  TIMET, VHC, Dixie

Rice and Contran.



     By virtue of the offices  held,  the stock  ownership  and his  services as

trustee,  all as  described  above,  (a) Mr.  Simmons  may be deemed to  control

certain of such entities and (b) Mr. Simmons and certain of such entities may be

deemed to possess indirect beneficial ownership of, and a pecuniary interest in,

shares of common stock directly held by certain of such other entities. However,

Mr. Simmons disclaims such beneficial  ownership of, and such pecuniary interest

in, such shares  beneficially  owned,  directly  or  indirectly,  by any of such

entities, except to the extent of his vested beneficial interest, if any, in the

shares the CMRT holds directly.



     The reporting  person  understands  that NL and a subsidiary of NL directly

own 3,522,967 shares and 1,186,200 shares,  respectively,  of Valhi common stock

as of the date of this statement.  As already stated, Valhi is the direct holder

of  approximately  83.1% of the  outstanding  common stock of NL. As a result of

Valhi's direct and indirect  ownership of NL and its  subsidiary,  the reporting

person  further  understands  that,  pursuant to Delaware law,  Valhi treats the

shares of Valhi common stock that NL and its  subsidiary  own as treasury  stock

for voting  purposes.  For the purposes of this statement,  such shares of Valhi

common  stock  that  NL  and  its  subsidiary   hold  directly  are  not  deemed

outstanding.



     Harold C. Simmons' spouse is the direct owner of 21,167,875 shares ot TIMET

common  stock,  269,775  shares of NL common  stock and  43,400  shares of Valhi

common stock. Mr. Simmons may be deemed to share indirect  beneficial  ownership

of such shares.  Mr. Simmons  disclaims  beneficial  ownership of all securities

that his spouse holds directly.



     Mr.  Harold C.  Simmons is the direct  owner of  7,175,239  shares of TIMET

common stock, 880,600 shares of NL common stock and 3,383 shares of Valhi common

stock.



     A trust,  of which  Harold C.  Simmons and his spouse are  trustees and the

beneficiaries  are the  grandchildren  of his  spouse,  is the direct  holder of

36,500 shares of Valhi common stock and 17,432 shares of TIMET common stock. Mr.

Simmons,  as  co-trustee  of this  trust,  has the power to vote and  direct the

disposition  of the shares of Valhi common stock the trust  holds.  Mr.  Simmons

disclaims  beneficial  ownership  of any shares of Valhi  common stock that this

trust holds.

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